LizBirch Posted May 31, 2015 at 06:14 PM Report Share Posted May 31, 2015 at 06:14 PM Current BOD voted to recall the seating of the new President who was elected by the membership. Newly elected board members will be seated, tomorrow, June 1st, 2015. The old BOD is attempting to get rid of this President, who was voted by membership. Notice was just emailed to membership, via an e-blast, giving notice of a "Upcoming Vote to Recall Director so and so". Members upon receiving this e-blast are outraged. The incoming board is leaning toward rescinding this action to Recall. To recall this President I don't believe is in the best interest of the organization. The association's attorney is stating rescinding is not an option. Our bylaws do not address rescinding a vote. Therefore, we fall to Roberts Rules which does discuss rescinding which states once an action is done it can't be undone. My understanding is until a vote to recall has been received, and completed, the action has not been done. It appears to me, as incoming board member, we can rescind a prior boards vote. Question: Can the current board (being seated tomorrow) rescind the previous action of a Recall prior to it's completion? Link to comment Share on other sites More sharing options...
Edgar Guest Posted May 31, 2015 at 06:36 PM Report Share Posted May 31, 2015 at 06:36 PM Do your bylaws provide for "recalling" the president? Do your bylaws give your board a role in this process? See FAQ #20. Link to comment Share on other sites More sharing options...
Hieu H. Huynh Posted May 31, 2015 at 06:38 PM Report Share Posted May 31, 2015 at 06:38 PM An election cannot be rescinded. (see RONR 11th ed., p. 308) Link to comment Share on other sites More sharing options...
LizBirch Posted May 31, 2015 at 06:39 PM Author Report Share Posted May 31, 2015 at 06:39 PM Our Bylaw do NOT provide any instructions for "recalling" the President. And the bylaws do not provide us with any role for this process. Which is why I was reverting to RR. Our bylaws state that we follow RR for matters not covered in our bylaws. Link to comment Share on other sites More sharing options...
Edgar Guest Posted May 31, 2015 at 06:40 PM Report Share Posted May 31, 2015 at 06:40 PM Our Bylaw do NOT provide any instructions for "recalling" the President. Then there's no such thing. Link to comment Share on other sites More sharing options...
LizBirch Posted May 31, 2015 at 06:42 PM Author Report Share Posted May 31, 2015 at 06:42 PM Hieu, The board is not asking to rescind an election. The board voted to recall the President and gave notice to membership that a vote will be coming to recall the President. The new board begins tomorrow. The majority of the old board, who put this in place, will be gone. The new board will have the majority and feels this action should not be taken. We would like to rescind this voting of recall going to membership. The only action that has been taken is an email notification that a vote is on its way in about two weeks. Link to comment Share on other sites More sharing options...
LizBirch Posted May 31, 2015 at 06:46 PM Author Report Share Posted May 31, 2015 at 06:46 PM I apologize... this is what our bylaws states; Section E REMOVAL OF OFFICERS AND BOARD MEMBERSThe Board of Directors, by a vote of not less then eight (8) of its members, shall have the authority to recommend, for approval by the membership, removal from office for cause any one of its members after having given that member an opportunity to appear before and be heard by the Board of Directors. Any member of the Board of Directors may be removed from the Board without cause when such removal is approved by the membership. Link to comment Share on other sites More sharing options...
LizBirch Posted May 31, 2015 at 06:48 PM Author Report Share Posted May 31, 2015 at 06:48 PM The old board is putting this process forward and has emailed the members stating this will be happening and ballots will go out in about two weeks. The new board feels this action is unwarranted and would like to stop this before it continues and is completed. Can the new board make a motion to rescind this action of recall. Link to comment Share on other sites More sharing options...
Edgar Guest Posted May 31, 2015 at 07:05 PM Report Share Posted May 31, 2015 at 07:05 PM The new board feels this action is unwarranted and would like to stop this before it continues and is completed. Can the new board make a motion to rescind this action of recall. I don't think the board can rescind a recommendation that has already been made but the board could certainly adopt a new motion stating that it no longer recommends removing this officer (or, more positively, that it now recommends retaining this officer). The membership is free, of course, to disregard either recommendation. By the way, you mention removing the president and removing a board member. Those two offices may be, but are not necessarily, linked. In other words, depending on how your president is chosen, it might be possible to remove him as a director and still keep him as president. Or vice versa. Link to comment Share on other sites More sharing options...
Bruce Lages Posted May 31, 2015 at 07:13 PM Report Share Posted May 31, 2015 at 07:13 PM Since it sounds like nothing other than notice to the membership has been done yet beyond the board's vote to authorize the membership to vote for a recall (LIzBurch stated that the ballots will not go out for two weeks), I think it is entirely possible for the board to rescind the motion to authorize the recall vote, assuming either there is a scheduled board meeting before then or a special board meeting can be called. Link to comment Share on other sites More sharing options...
Edgar Guest Posted May 31, 2015 at 07:15 PM Report Share Posted May 31, 2015 at 07:15 PM I think it is entirely possible for the board to rescind the motion to authorize the recall vote . . . I'm not sure the board "authorized" anything. As far as I can tell, all it did (or, at least, all it could do) was recommend that the officer be removed. Link to comment Share on other sites More sharing options...
Dan Honemann Posted May 31, 2015 at 07:18 PM Report Share Posted May 31, 2015 at 07:18 PM I don't think the board can rescind a recommendation that has already been made but the board could certainly adopt a new motion stating that it no longer recommends removing this officer (or, more positively, that it now recommends retaining this officer). The distinction being drawn here escapes me. Link to comment Share on other sites More sharing options...
Edgar Guest Posted May 31, 2015 at 07:20 PM Report Share Posted May 31, 2015 at 07:20 PM The distinction being drawn here escapes me. I'd say it's procedural. Link to comment Share on other sites More sharing options...
Dan Honemann Posted May 31, 2015 at 07:23 PM Report Share Posted May 31, 2015 at 07:23 PM I'd say it's procedural. How so? Link to comment Share on other sites More sharing options...
LizBirch Posted May 31, 2015 at 07:26 PM Author Report Share Posted May 31, 2015 at 07:26 PM A motion was made, passed, to put forth in motion the procedures to recall the newly elected President. The board members who voted yes on this are leaving office today. The new Board, who does not want this action to proceed, takes office at midnight tonight. The new board now wants to end this. A special meeting may be called, in two days, in which a motion will made to "rescind" this action of removal. The part that was unclear was because this process began, but only by an email sent to members announcing a vote will be coming, do we have the right to rescind the previous votes action. The new board is hoping to end this before it continues. Can't we just make a new motion to stop this action? Link to comment Share on other sites More sharing options...
Dan Honemann Posted May 31, 2015 at 07:39 PM Report Share Posted May 31, 2015 at 07:39 PM A motion was made, passed, to put forth in motion the procedures to recall the newly elected President. The board members who voted yes on this are leaving office today. The new Board, who does not want this action to proceed, takes office at midnight tonight. The new board now wants to end this. A special meeting may be called, in two days, in which a motion will made to "rescind" this action of removal. The part that was unclear was because this process began, but only by an email sent to members announcing a vote will be coming, do we have the right to rescind the previous votes action. The new board is hoping to end this before it continues. Can't we just make a new motion to stop this action? If what you mean by "A motion was made, passed, to put forth in motion the procedures to recall the newly elected President", is that the board, in accordance with the section of your bylaws which you quoted, passed a motion recommending removal of a director from office, it seems to me, based upon what you have posted, that it is not too late to rescind this recommendation. Link to comment Share on other sites More sharing options...
LizBirch Posted May 31, 2015 at 07:46 PM Author Report Share Posted May 31, 2015 at 07:46 PM Thank you Dan and others. Thats what I am thinking in that it's not to late to stop this. Is there any place in RR where I can cite that this is acceptable? .... to just make another motion to end this process? I was looking through my RR books and could find it clearly answered Thank you Link to comment Share on other sites More sharing options...
Dan Honemann Posted May 31, 2015 at 07:53 PM Report Share Posted May 31, 2015 at 07:53 PM Thank you Dan and others. Thats what I am thinking in that it's not to late to stop this. Is there any place in RR where I can cite that this is acceptable? .... to just make another motion to end this process? I was looking through my RR books and could find it clearly answered Thank you You haven't as yet told us exactly what the motion you want to rescind says. And by the way, I had forgotten that you said, in your initial post, that your association's attorney is stating rescinding is not an option. I'm sure that I do not have anywhere near enough information as yet to doubt the correctness of this opinion. Link to comment Share on other sites More sharing options...
LizBirch Posted May 31, 2015 at 08:13 PM Author Report Share Posted May 31, 2015 at 08:13 PM There's a motion in place to recall the incoming President. This President was voted in by the members. Ballots will be mailed out to membership in two weeks to have them vote YES for recall of the President or NO for recall of the President. We would like to call a special meeting and make a motion to rescind / stop the previous motion which put this recall in place. At one point we were told, that our attorney said it can't happen. But he's been incorrect in the past. We believe we can stop this vote being put out to membership. Link to comment Share on other sites More sharing options...
Edgar Guest Posted May 31, 2015 at 08:17 PM Report Share Posted May 31, 2015 at 08:17 PM A motion was made, passed, to put forth in motion the procedures to recall the newly elected President. I've seen no evidence of such a "procedure" (or "process"). The bylaws you cited merely allow the board to make a recommendation. How did this recommendation snowball into a seemingly irreversible procedure with ballots mailed? Did the membership vote to act on the recommendation? Who authorized the mailing of the ballots? Link to comment Share on other sites More sharing options...
Edgar Guest Posted May 31, 2015 at 08:18 PM Report Share Posted May 31, 2015 at 08:18 PM We would like to call a special meeting and make a motion to rescind / stop the previous motion which put this recall in place. Since there is no provision for a "recall", there is no "recall in place". Link to comment Share on other sites More sharing options...
Edgar Guest Posted May 31, 2015 at 08:25 PM Report Share Posted May 31, 2015 at 08:25 PM I don't think the board can rescind a recommendation that has already been made but the board could certainly adopt a new motion stating that it no longer recommends removing this officer (or, more positively, that it now recommends retaining this officer). The distinction being drawn here escapes me. I'd say it's procedural. How so? If the action authorized by the adoption of a motion has been completed, the motion can't be rescinded. The "action" authorized by the adoption of a motion to recommend is the recommendation itself. That is, the adoption of the motion completes the action (or it's completed when the recommendation is made known, which, in this instance, it has been). Link to comment Share on other sites More sharing options...
Dan Honemann Posted May 31, 2015 at 08:41 PM Report Share Posted May 31, 2015 at 08:41 PM If the action authorized by the adoption of a motion has been completed, the motion can't be rescinded. The "action" authorized by the adoption of a motion to recommend is the recommendation itself. That is, the adoption of the motion completes the action (or it's completed when the recommendation is made known, which, in this instance, it has been). I disagree. A recommendation is something having continuing force and effect which can be rescinded until such time, if ever, that it has been acted upon and its rescission will no longer have any meaning. The adoption by a board of a motion stating that it no longer recommends something is nothing other than a motion rescinding its recommendation. Link to comment Share on other sites More sharing options...
Edgar Guest Posted May 31, 2015 at 09:18 PM Report Share Posted May 31, 2015 at 09:18 PM I disagree. A recommendation is something having continuing force and effect . . . Then we disagree. I think it's a kind of "snapshot" of the board's opinion at a particular time. The adoption by a board of a motion stating that it no longer recommends something is nothing other than a motion rescinding its recommendation. Well, it probably has may have a similar the same effect but that doesn't make it the same thing. Link to comment Share on other sites More sharing options...
LizBirch Posted May 31, 2015 at 10:25 PM Author Report Share Posted May 31, 2015 at 10:25 PM I understand if the action (which is to recall the elected President) can not be undone then you can't rescind. But since this can be undone, since no ballots have even been sent out yet, it appears it can be rescinded. As you can see in the example below ... the church has not been repainted. http://www.dummies.com/how-to/content/roberts-rules-for-rescinding-or-amending-something.html What motions you can’t rescind or amendSome motions can’t be amended or rescinded:Motions subject to the motion to Reconsider: Calling to rescind or amend is unnecessary if you can simply call up the motion to Reconsider,which has been previously moved.Motions that have already been carried out and that cannot be undone: If you voted to repaint the church, it’s too late to rescind the motion after the church has been repainted.Motions that have been adopted to accept resignations or actions electing or expelling a person from membership or office (if the member is present or has been notified): After a resignation has been accepted or a membership terminated by expulsion, the resigning or expelled person can be reinstated only by following the procedures for membership admission or election to office.Rescinding an election requires either a provision in the bylaws or specific procedures for removal from office. I respect all of your opinions.. thank you. I love Roberts Rules... I'm always learning Link to comment Share on other sites More sharing options...
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