Special Meeting or Regular Meeting, That is the Question

[DanielEHayes]

The question I have is this a Special Meeting or not.

I attended a meeting of the Committee on which I am a member. The meeting was called by our Secretary.  We have a email system we utilize and threads that the whole committee are emailed in.   Here are the rules by which our meetings can be called:

Special RULE 7:

1.The Committee shall meet

 

a.at such times and places as may be determined by action of the Committee.

 

b.by call of the Chairman.

 

c.by call of the Secretary

 

d.by the written request of one-eighth of the actual members of the Committee

This is a mention of regular meetings(the rules don't seem to mention Special Meetings anywhere)
Bylaws Article 8:
6. A Committee member who fails to attend two consecutive regular meetings of the  Committee shall be deemed to have vacated his or her seat.

This rule I believe lays out how the regular meetings are set.

Special Rule 4:
10.Upon election, the new members of the  Committee and the several convention committees shall meet in person no later than 30 days after their election in order to establish the committee and set their meeting calendar for their term.

This was the notice originally provided in or email system I have redacted identifying information:
**************************************************
[sCC] SPECIAL MEETING
From     secretary@

To     scc@xxxxxxxxxx.org

Date     2015-02-05 17:04


SCC,

To provide for a full agenda presented 30 days prior to the meeting, the special meeting is rescheduled.

A special meeting of the XXXXXXXXXX XXXXXXX of XXXXXXX XXXXX XXXXXXX Committee is called by me, the Secretary, as I am authorized to do in the bylaws.

When: March 7, 12pm lunch (pay your own way), 1pm - 4pm meeting

Where: XXXXXXXXX, XXXXXXXX, Outlaws XXXXXXXX, 20XX N XXXX Dr, XXXXXXX, XX

Yours ,

XXX

 

*********************************************************************
The Vice Chairman started posting a proposed agenda.


When I later pointed out that the PURPOSE of the Special meeting was not included in the call and others began claiming this was NOT a Special meeting.

Here was one of my emails:

"I reference you to the following:A SPECIAL MEETING(or called meeting) is a separate session of a society held at a time different from that of any regular meeting, and convened only to consider one or more items of business specified in the call of the meeting. RONR (11th ed.), pg. 91, ll.27-31.A called meeting IS a special meeting."To which another member responded:"Daniel; Let me help here... the Secretary erroneously used the term 'special'. The special rules we operate under provide for a called meeting without it being 'special'. The Special rules take precedence over Robert's Rules.This is not a special meeting."So is this a special meeting or not? Our Chairman declared the meeting out of order for not properly declaring the purpose of the meeting in the call.For doing so he was removed from presiding at the meeting as I laid out in another thread. I suspect this all may be attempted to be used against him.

 

[DrEntropy]

Special meetings can only be called as specifically authorized in the bylaws. However, committees are a different case.  In the usual case committees meet at the call of the chair or  at the demand of any two members, unless as in your case a different requirement is specified. All of these meetings are regular meetings, and committees do not have 'special' meetings in the sense of requiring notice of the topics to be addressed to be sent out.  Unless, of course, your rules specify otherwise or an applicable statute requires otherwise. See RONR page 499-503 for more information.

 

EDIT: Actually upon further consideration I am uncertain* if a committee can meet at the call of two members after the first meeting (where the bylaws are silent). It seems that a close reading of page 501 l.28ff indicates that the committee can meet only at the call of the chair, and only then if no adjourned meeting was set. So perhaps there is wiggle room for the bylaws to define a way for a committee to have special meetings, but the interpretation of your own rules is something for your assembly.    (In my opinion of the rules you quoted, all meetings "a-d" are regular meetings)

 

 

 

*Question: does the text on page 499 l. 21-25 only apply to the first meeting?

[Hieu H. Huynh]

*Question: does the text on page 499 l. 21-25 only apply to the first meeting?

 

No, what is said on page 501 should be read in connection with page 499. I think Principle of Interpretation #3 on page 589 applies here (a general statement or rule is always of less authority than a specific statement or rule and yields to it).

[Hieu H. Huynh]

RONR says, "a committee in general does not have regular meeting times established by rule; but meetings of the committee are called as stated on pages 499 and 501-502." (p. 490)

 

"The term regular meeting (or stated meeting) refers to the periodic business meeting of a permanent society, local branch, or board..." (p. 89)  Since committees are left out of this definition in RONR, I think that the terms "regular meeting" and "special meeting" do not apply to committees.

 

I think that if your bylaws describe "regular meetings of the committee", it will be up to your organization to determine the meaning of this. Perhaps your bylaws could be amended to strike out "regular" with regards to "meetings of the committee".

[Josh Martin]

The question I have is this a Special Meeting or not.

I attended a meeting of the Committee on which I am a member. The meeting was called by our Secretary. 

1.The Committee shall meet

 

c.by call of the Secretary

 

d.by the written request of one-eighth of the actual members of the Committee

This is a mention of regular meetings

So is this a special meeting or not? Our Chairman declared the meeting out of order for not properly declaring the purpose of the meeting in the call.For doing so he was removed from presiding at the meeting as I laid out in another thread. I suspect this all may be attempted to be used against him

 

Based on the facts provided, I concur with those who say that the meeting was a properly called regular meeting of the committee (notwithstanding the secretary's erroneous reference to a special meeting) and the purpose did not need to be included in the call. On the other hand, I think there is enough ambiguity on this point that it seems a bit harsh to remove the chairman based upon a reasonable disagreement. Instead, a member should have appealed from the chair's ruling that the meeting was not properly called.

 

EDIT: Actually upon further consideration I am uncertain* if a committee can meet at the call of two members after the first meeting (where the bylaws are silent). It seems that a close reading of page 501 l.28ff indicates that the committee can meet only at the call of the chair, and only then if no adjourned meeting was set. So perhaps there is wiggle room for the bylaws to define a way for a committee to have special meetings, but the interpretation of your own rules is something for your assembly.    (In my opinion of the rules you quoted, all meetings "a-d" are regular meetings)

 

 

 

*Question: does the text on page 499 l. 21-25 only apply to the first meeting?

 

I believe that, under the rules in RONR, two members of a committee may call a regular meeting of the committee if the committee and its chairman fail to do so. This authority is not limited to the first meeting of the committee. RONR notes, however, that the organization's rules may require a greater number of members to call a committee meeting, and it appears this organization has done so. Based on the other thread by Mr. Hayes, it would appear that the committee has at least twenty members, so Option D would require at least three committee members to call a meeting.

[DanielEHayes]

Special Rule 4:
10.Upon election, the new members of the  Committee and the several convention committees shall meet in person no later than 30 days after their election in order to establish the committee and set their meeting calendar for their term.


If this meeting calender was set, would this not constitute the regular quarterly meetings for the term?

Also as this bylaw references regular meetings, wouldn't that mean that there were meetings other than regular?

6. A Committee member who fails to attend two consecutive regular meetings of the  Committee shall be deemed to have vacated his or her seat.

[Josh Martin]

Special Rule 4:

10.Upon election, the new members of the  Committee and the several convention committees shall meet in person no later than 30 days after their election in order to establish the committee and set their meeting calendar for their term.

If this meeting calender was set, would this not constitute the regular quarterly meetings for the term?

Also as this bylaw references regular meetings, wouldn't that mean that there were meetings other than regular?

6. A Committee member who fails to attend two consecutive regular meetings of the  Committee shall be deemed to have vacated his or her seat.

 

I stand by my opinion. Some organizations do authorize methods for to call additional regular meetings of an assembly. The fact that the rules refer to "regular meetings" does call into question whether there are also special meetings, but I don't think this is definitive. It would also seem that a majority of the committee agrees with my interpretation, so that interpretation will stand until the committee changes its mind or the superior body (the convention) provides otherwise.

 

As I said, however, the rules on this subject are ambiguous (and the fact that this body is apparently more in the nature of a board than a committee complicates matters further). In the long run, of course, the rules should be clarified. If it is intended that the meetings referred to in Rule 4 are regular meetings and the meetings referred to in Rule 7 are special meetings, this should be explicitly stated. Since this body is in the nature of a board rather than a committee, I also question whether it is appropriate to define such details in special rules of order rather than in the bylaws.