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Motion entered in absentia


Guest Steve Sader

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Is it appropriate for the President or a member of the Board of Directors to act as a proxy for a voting member who cannot attend the annual meeting to introduce a motion from the absent member for a vote?

 

Unless the bylaws or applicable law provide otherwise, no, it is not proper for anyone to act as a proxy. See FAQ #10.

 

With that said, it would be appropriate for a member other than the President to make the motion on his own, if he wishes to do so. The President should not make motions while presiding, in order to maintain the appearance of impartiality.

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Is it appropriate for the President or a member of the Board of Directors to act as a proxy for a voting member who cannot attend the annual meeting to introduce a motion from the absent member for a vote?

 

No.  According to RONR, proxy voting is prohibited to the maximum extent possible under applicable law.

 

If your bylaws permit it, that falls under your own rules, not the ones in RONR.

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The President should not make motions while presiding, in order to maintain the appearance of impartiality.

But to answer the OP, they can make the motion.  But in reality if the Chair could not hand the motion off to a regular member to make it, it probably wouldn't pass anyways.

 

As to whether or not it is approriate, could the Chair pre-emptively say this was from an absent member, make the motion, then not debate it?  Maybe, depends how contentious the body is.

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As to whether or not it is approriate, could the Chair pre-emptively say this was from an absent member, make the motion, then not debate it?  Maybe, depends how contentious the body is.

 

No, in my opinion, this would not be appropriate.

Although if this is a "small" board the chair is free to participate fully. The question then becomes, can a member who's present make a motion on behalf of an absent member? Acknowledging that "on behalf of" has no parliamentary meaning, a present member is free to make a motion that he knows the absent member would have made if he were present. But, of course, the absent member gets no "credit" for it.

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But to answer the OP, they can make the motion.  But in reality if the Chair could not hand the motion off to a regular member to make it, it probably wouldn't pass anyways.

 

As to whether or not it is approriate, could the Chair pre-emptively say this was from an absent member, make the motion, then not debate it?  Maybe, depends how contentious the body is.

 

The chair would still be the one making the motion.  Saying where it originated is something that might be mentioned in debate, but it would only have such weight as those present are willing to invest in it.

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