Guest "Cartman" Posted January 31, 2015 at 06:39 PM Report Share Posted January 31, 2015 at 06:39 PM As I understand RONR, a motion that has been adopted by a board of directors that conflicts with the bylaws is null and void. I do not, as yet, have a copy of the RONR 11th ed. but would like to know where in the rule book this situation is explained.... page, section, etc. ? Also, can i as a member at the annual membership meeting, make a motion to call for a vote by the membership to rescind a policy which was adopted in cconflict with the bylaws and state civil code? The current board refuses to correct their error. Link to comment Share on other sites More sharing options...
Chris Harrison Posted January 31, 2015 at 07:33 PM Report Share Posted January 31, 2015 at 07:33 PM As I understand RONR, a motion that has been adopted by a board of directors that conflicts with the bylaws is null and void. I do not, as yet, have a copy of the RONR 11th ed. but would like to know where in the rule book this situation is explained.... page, section, etc. ?RONR p. 251(a). However, that rule applies to all bodies of the organization not just the Board. Also, can i as a member at the annual membership meeting, make a motion to call for a vote by the membership to rescind a policy which was adopted in cconflict with the bylaws and state civil code? The current board refuses to correct their error.It would not be proper to try to Rescind a motion that is null and void in the first place. However, you could raise a Point of Order that the motion the Board adopted violates the bylaws and thus is null and void per p. 251(a) and assuming the rule in the civil code that is being violated is procedural p. 251( c ) as well. Link to comment Share on other sites More sharing options...
Guest "Cartman" Posted January 31, 2015 at 08:18 PM Report Share Posted January 31, 2015 at 08:18 PM RONR p. 251(a). However, that rule applies to all bodies of the organization not just the Board. It would not be proper to try to Rescind a motion that is null and void in the first place. However, you could raise a Point of Order that the motion the Board adopted violates the bylaws and thus is null and void per p. 251(a) and assuming the rule in the civil code that is being violated is procedural p. 251( c ) as well. I see, but at what point in the meeting would I have to raise the Point of Order ? Would the Board be required to respond? What if the "Chair" (the Board President) rules against my PO? or The "Chair" puts the PO to the Board for vote and they reject the PO? What are my options then? Are they required to acknowledge their error and declare the illegal policy null and void? Link to comment Share on other sites More sharing options...
Josh Martin Posted January 31, 2015 at 09:32 PM Report Share Posted January 31, 2015 at 09:32 PM I see, but at what point in the meeting would I have to raise the Point of Order ?New Business would probably be best, unless it is germane to something which happens earlier in the meeting.Would the Board be required to respond?No. The chair responds.What if the "Chair" (the Board President) rules against my PO? or The "Chair" puts the PO to the Board for vote and they reject the PO? What are my options then? Are they required to acknowledge their error and declare the illegal policy null and void?The board doesn't do anything. The chair rules on the Point of Order, and if he rules it not well taken, the next step is to Appeal from the decision of the chair, which places the decision in the hands of the membership. The membership can overturn the chair's ruling by majority vote.If the membership doesn't agree with you, you're out of parliamentary options, so it's time to give up or talk to a lawyer. Link to comment Share on other sites More sharing options...
Richard Brown Posted February 1, 2015 at 12:02 AM Report Share Posted February 1, 2015 at 12:02 AM It would not be proper to try to Rescind a motion that is null and void in the first place. Chris, are you sure? Can you provide a citation? I have heard that before, but cannot find it in RONR and it is not among the actions that cannot be rescinded that are listed on page 308. I agree that the best method is probably through raising a point of order, but I'm looking for a citation that says this type action cannot be rescinded. Link to comment Share on other sites More sharing options...
jstackpo Posted February 1, 2015 at 01:05 AM Report Share Posted February 1, 2015 at 01:05 AM No citation, that I know of. However, it is a matter of logic, it seems to me. The conflicting motion is, per p. 251, "null and void", thus it is a nullity - it doesn't exist. (The point of order comes into play simply to recognize that fact.) And you can't rescind something that doesn't exist. Link to comment Share on other sites More sharing options...
Chris Harrison Posted February 1, 2015 at 01:06 AM Report Share Posted February 1, 2015 at 01:06 AM The propriety I was referring to was not as much rule based as much based in the concept that a motion that is to be Rescinded has to have "continuing force and effect" (RONR p. 305 ll. 28-31) and a null and void motion would have neither. While I suppose a motion to Rescind could be made since the Chair and/or assembly hadn't yet decided the motion was null and void, in my opinion a motion to Rescind something that the maker knows or reasonably believes to be invalid would not be in order. Link to comment Share on other sites More sharing options...
Richard Brown Posted February 1, 2015 at 05:34 AM Report Share Posted February 1, 2015 at 05:34 AM No citation, that I know of. However, it is a matter of logic, it seems to me. The conflicting motion is, per p. 251, "null and void", thus it is a nullity - it doesn't exist. (The point of order comes into play simply to recognize that fact.) And you can't rescind something that doesn't exist.Well, it exists, it just is of no effect. But, if it's still on the books, it can continue to cause problems. I view it much as a legislature repealing a statute that has been ruled unconstitutional. It is still on the books and in some cases is still being "enforced" by the police. Problems like that will continue until it is actually repealed. We just went through that with the Louisiana legislature: the legislature refused to repeal a statute that had been ruled unconstitutional by the U.S. Supreme Court, but, since it is still on the books, some police departments are still making arrests based on the unconstitutional statute. Link to comment Share on other sites More sharing options...
Richard Brown Posted February 1, 2015 at 05:38 AM Report Share Posted February 1, 2015 at 05:38 AM in my opinion a motion to Rescind something that the maker knows or reasonably believes to be invalid would not be in order.Maybe I missed it, but I haven't seen anything that indicates the maker believed the motion to be invalid. It is guest Cartman who believes it conflicts with the bylaws and with a statute and is therefore void. Link to comment Share on other sites More sharing options...
jstackpo Posted February 1, 2015 at 05:42 AM Report Share Posted February 1, 2015 at 05:42 AM Well, it exists, it just is of no effect. But, if it's still on the books, I suppose it turns on the meaning of "null and void" as opposed (or in addition to) the meaning of "unconstitutional". Also take a look here -- mentions Louisiana explicitly! This getting us into the legal business, but RONR started it by using the term. Link to comment Share on other sites More sharing options...
Edgar Guest Posted February 1, 2015 at 12:43 PM Report Share Posted February 1, 2015 at 12:43 PM Well, it exists, it just is of no effect. But, if it's still on the books, it can continue to cause problems. It won't be "on the books" if it's either rescinded or declared to be null and void. But rescinding a motion that could (and probably should) be declared null and void gives it a certain legitimacy and raises the possibility that it might be re-enacted at a later date. Declaring it to be null and void effectively removes this possibility. So while both options might be parliamentarily possible, one seems to be clearly preferable. It's the difference between a band-aid and surgery. Link to comment Share on other sites More sharing options...
Dan Honemann Posted February 1, 2015 at 01:12 PM Report Share Posted February 1, 2015 at 01:12 PM The proper parliamentary tool to use in order to determine whether or not something previously adopted is null and void is a Point of Order, followed, if need be, by an Appeal. Sections 23 and 24 in RONR make this quite clear. A motion to Rescind is not the proper tool to use for such a purpose, since a motion to Rescind does not ask the assembly to decide whether or not what it proposes to rescind is null and void. Such a motion itself assumes that whatever it is that it proposes be rescinded has validity, and that it will have continuing force and effect unless it is rescinded. Link to comment Share on other sites More sharing options...
Guest "Cartman" Posted February 1, 2015 at 05:57 PM Report Share Posted February 1, 2015 at 05:57 PM Maybe I missed it, but I haven't seen anything that indicates the maker believed the motion to be invalid. It is guest Cartman who believes it conflicts with the bylaws and with a statute and is therefore void.I don't want to dwell on the legal aspect of the motion here. The board did request a legal opinion from the attorney (after the vote) and I was told by the board president that, yes they had violated the bylaws and state civil code, but going "forward" the attorney said they should follow the rules. My objective at this point is to bring the fact that this new policy is invalid to the membership. Since the board is following the advice of the attorney, my hope is to use RONR rules to make my point at the annual membership meeting. My point being: Not only must the members follow the "governing documents" (rules) but also the Board of Directors! After this meeting my reputation may be tarnished, but I stand (integrity) for the Rule of Law. Note: I now have a copy of RONR 11th ed. and appreciate the references. Link to comment Share on other sites More sharing options...
Richard Brown Posted February 1, 2015 at 07:34 PM Report Share Posted February 1, 2015 at 07:34 PM I don't want to dwell on the legal aspect of the motion here. The board did request a legal opinion from the attorney (after the vote) and I was told by the board president that, yes they had violated the bylaws and state civil code, but going "forward" the attorney said they should follow the rules. My objective at this point is to bring the fact that this new policy is invalid to the membership. Since the board is following the advice of the attorney, my hope is to use RONR rules to make my point at the annual membership meeting. My point being: Not only must the members follow the "governing documents" (rules) but also the Board of Directors! After this meeting my reputation may be tarnished, but I stand (integrity) for the Rule of Law. Note: I now have a copy of RONR 11th ed. and appreciate the references.Thanks for the additional information. Based on what you said, I think it is clear that the board or the membership should "get rid" of the possibly "illegal" motion (whatever it was) one way or the other. Until it's either rescinded or declared null and void by the the president or by the board or the membership on an appeal, it's still "on the books" and people will wonder whether it's enforceable. I don't think just "ignoring" it is wise. Get rid of it one way or the other, at least if it is a motion that is supposed to have continuing effect. Until it is dealt with one way or another, there will always be the lingering question of whether it is valid and enforceable. If the president and/or the board or the assembly at your annual meeting will agree that it violates the bylaws and state law and rule it null and void, great. If they don't want to declare it null and void, but are willing to get rid of it on the basis that it is controversial and might violate the bylaws and/or state law, they they can rescind it. But do something other than just ignore it. Edited to add: Since you hope to do this at your upcoming annual meeting, and the motion/policy was adopted by the board, Official Interpretation No 13 might be of interest to you: http://www.robertsrules.com/interp_list.html#2006_13 Link to comment Share on other sites More sharing options...
Guest "Cartman" Posted February 2, 2015 at 10:56 PM Report Share Posted February 2, 2015 at 10:56 PM Thank you, everyone who posted on this question. Your incite has been quite helpful. Just to let you know, I have decided not to pursue this issue further at this time. We just had our last Board Meeting with the current directors and they seem to have gotten the "hint" about following procedure. It was pointed out to me by another member that the reason the board doesn't want to rescind the illegal policy, is that many past boards have been "out of order" and they don't want to open that can of worms. Because I am new to this community, I feel it best to drop the issue for now. We will be electing 4 new directors (out of 9) later this week. I learned the lesson " better to lose the battle, but win the war" the hard way! Again,thanks all. Link to comment Share on other sites More sharing options...
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