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Wording of Motion to Amend Agenda


SKelly1313

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Hello experts,

 

Our Annual Meeting and election is coming up soon. The club newsletter came out with news about the meeting, saying, "There will be no electioneering at the Annual Meeting, just voting." Apparently the current board (half of whom are up for election) think it is against their interests to share information at the meeting. As for the agenda, they want to have a complete program (officer's reports and awards ceremony) before the election takes place. 

 

The other candidates on the ballot would like to speak. As soon as the meeting is opened, we plan to stand or raise our hands to be recognized by the president, and hope that he calls on one of us. That person will present this motion:

 

"I move to amend the agenda so that the election is the first item on the agenda, to be followed by all other items, and that each candidate be allowed to address the membership for no more than 3 minutes."

 

The board has hired a NAP registered parliamentarian to advise the President in running the meeting. We hope that members will be recognized and be able to make motions. 

 

Does this sound like good process to you? Any advice about the way the motion is worded?

 

Thank you once again for sharing your expertise,

 

Shannon

 

 

 

 

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Has the proposed agenda been sent around as yet?  If so you can prepare a more properly worded amendment to it.

 

When the proposed agenda comes up for adoption at the convention that is when you propose your amendment to rearrange things, being more specific as to when (e.g., "Immediately after the Opening Ceremonies..." or some other specified activity) in the sequence of events that you want the nominating committee to report, the floor be opened for additional nominations, the merits of the candidates debated, and the election to take place.

 

Do your bylaws or other rules define "electioneering"? RONR doesn't so I can't tell what the newsletter authors had in mind.  Do you know?  Do they know?  How do they plan to enforce the "no electioneering" rule?

 

If you know who it is, invite the "NAP registered parliamentarian" to come and read this thread so he/she will know what might be coming up at the very start of the convention and be ready for it.

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Hi JDStackpole,

 

Thank you for your response.

 

For the annual meeting, they usually print the proposed agenda (which has never gone unapproved as-is) and put it on the seats. We'll see it when we arrive. Thank you for the advice about more specificity for the motion.

 

We are running an alternate set of candidates because we feel the current board withholds information (financial and otherwise) from the membership. There is not enough dialogue and transparency, or sharing of duties. The board runs the club without consulting the membership, then lets us know what they decided and did. We are trying to change that. 

 

The "no electioneering" seems to be in keeping with this -- they do not want the membership to have information about the candidates. They put out a 28-page newsletter about club activities heavily featuring themselves, but didn't see fit to share info about the rest of the candidates on the ballot.

 

There is nothing about electioneering in our bylaws.

 

We very much want to trust in the integrity of the parliamentarian, but as this is new ground for us, we are worried that any information we share will be used against us by the president -- that he will try to block members and candidates from speaking. I think what you are saying is that it helps the parliamentarian to know what all members are planning for the meeting, so that she can help things run smoothly. Of course the president has not invited anyone else to speak with her, but we can look up her email address and try to write. We weren't sure if it is OK to contact her directly, even though she was hired with club money.

 

Best,

Shannon 

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I agree with Dr. Stackpole's comments above, but would add that I doubt that anyone in the organization or that even board has the authority to issue a "no electioneering" edict.  Perhaps your bylaws give the board the power to set certain parameters at the annual meeting.  Read your bylaws CAREFULLY and more than once regarding just what powers the officers and the board have at the AGM and in setting up  for the AGM. 

 

I will go out on a limb and say I doubt very seriously that the board is even present, as a board, at your AGM meetings.  They are meetings of the membership, not the board.  Any board members who attend are attending in their capacity as members of the organization, not as board members.  They have no special rights or privileges unless your bylaws give it to them.

 

The proposed agenda is just that:  a proposed agenda until it is adopted by the membership at the meeting.  The membership is in control of the agenda and can amend it at will with a simple majority vote until it is adopted.  Once it is adopted, it can still be amended, but such amendments will require a two-thirds vote.

 

If the board has hired a PRP (professional registered parliamentarian), I imagine he will try to interpret the rules and advise the chair and the assembly fairly and accurately.   He can be subject to discipline by NAP if he does not.  The fact that the board hired him is probably a good thing.    The members, however, or any one member or a group of members, are  also free to hire their own parliamentarian to advise them on procedures and actions they can take to accomplish their goals.   Except in unusual cases, however, that is overkill.  I have seen it done when competing factions in political parties were fighting for control.  Edited to add:  You still might to at least consult with one, though. 

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An update:

 

The current board sent the agenda for the meeting. The meeting was called for 7:30, but the agenda says: "The event will begin with the presenting of awards. In years past, this Ceremony has run approximately 45 minutes. The Annual Club Meeting will then be called to order." Presumably members cannot object to the order of the program, since everyone shows up at 7:30 but the actual meeting doesn't start until 45 minutes (or however long) later. This doesn't seem correct, but there doesn't appear to be anything to do about it. I guess the parliamentarian hired with club funds approved of this approach.

 

Also, the board is presenting election rules/guidelines (for the election that is happening that SAME EVENING) that state: 

 

"a) There will be no electioneering in the facility or in the facility parking lot within 24 hours of the election.


In view of the heavy campaigning, the many postings, e-mails, etc., we feel that the membership has seen and heard enough. Therefore, as a courtesy to them,

 

b ) There will be no speeches by, or in support of, the candidates."

 

The members will be asked to vote to accept these rules, to cover "electioneering" that might even have happened previously that day, before the meeting.

 

Alternative candidates will not be allowed to address the membership at all, while the current board will stand to make their reports and speak for as long as they wish (if the guidelines are accepted by the membership). I suppose the current president can propose whatever guidelines he wishes, but this seems very undemocratic. Is this common?

 

In separate news, the candidates reached out to the parliamentarian who was hired with club funds. They received this message from the current president (who is running for VP now):

 

"XXXXX, the registered Parliamentarian whom we’ve engaged for the [club] Annual Meeting, has informed me that you have requested a phone consultation with her to discuss the upcoming election and seek her guidance. She quotes you as saying that you “wish to handle this meeting and election correctly.”

 

Ms. XXXXX goes on to say –

 

“Since I am under contract with the [club], my role is to advise the president. Therefore, I have two questions:

 

1.            Do I have your permission to have a conference call with them?

 

2.            If it is all right to have a conference call with them, will the [club] pay for the call?

 

She is, of course, correct: her role is to advise the president. She must have the president’s permission to consult with you.

 

Furthermore, it is neither your responsibility nor your role to “handle this meeting.” It is mine as presiding officer.

 

That said, simply as a courtesy to you, I offer two options for going forward:

 

1.            Discuss and share with me any questions you might have. Chances are that the Parliamentarian has already answered them in our conversations with her. I would pass those answers on to you.

 

2.            Have a private, three-way conversation – you, Ms. XXXX, me. There is a conference call number that could be used for this purpose."

 

 

 

We had hoped that it would be helpful to contact her, but as you can see, it was not very helpful.

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The current board sent the agenda for the meeting. The meeting was called for 7:30, but the agenda says: "The event will begin with the presenting of awards. In years past, this Ceremony has run approximately 45 minutes. The Annual Club Meeting will then be called to order." Presumably members cannot object to the order of the program, since everyone shows up at 7:30 but the actual meeting doesn't start until 45 minutes (or however long) later. This doesn't seem correct, but there doesn't appear to be anything to do about it.

 

Technically, a member could call the meeting to order at 7:30 if the President (and Vice President) refuse to do so, but it seems you'll be having enough problems to deal with, so perhaps it's best to pick your battles.

 

I guess the parliamentarian hired with club funds approved of this approach.

 

I wouldn't necessarily assume that. A parliamentarian is simply an advisor. It is entirely possible they did not ask for (or disregarded) her advice on this point.

 

Also, the board is presenting election rules/guidelines (for the election that is happening that SAME EVENING) that state: 

 

"a) There will be no electioneering in the facility or in the facility parking lot within 24 hours of the election.

In view of the heavy campaigning, the many postings, e-mails, etc., we feel that the membership has seen and heard enough. Therefore, as a courtesy to them,

 

b ) There will be no speeches by, or in support of, the candidates."

 

The members will be asked to vote to accept these rules, to cover "electioneering" that might even have happened previously that day, before the meeting.

 

Alternative candidates will not be allowed to address the membership at all, while the current board will stand to make their reports and speak for as long as they wish (if the guidelines are accepted by the membership). I suppose the current president can propose whatever guidelines he wishes, but this seems very undemocratic. Is this common?

 

It is not unusual for societies to adopt rules governing the conduct of elections, but these rules (which apparently do not permit any campaigning of any kind, during the meeting or otherwise) are more extreme than most I have seen. Some of the proposed rules are in the nature of rules of order, so the proposed set of rules will require a 2/3 vote for adoption. These rules are also subject to amendment, in the event that the assembly wishes to have some rules governing the election but doesn't care for the rules which have been proposed.

 

In separate news, the candidates reached out to the parliamentarian who was hired with club funds. They received this message from the current president (who is running for VP now):

 

"XXXXX, the registered Parliamentarian whom we’ve engaged for the [club] Annual Meeting, has informed me that you have requested a phone consultation with her to discuss the upcoming election and seek her guidance. She quotes you as saying that you “wish to handle this meeting and election correctly.”

 

Ms. XXXXX goes on to say –

 

“Since I am under contract with the [club], my role is to advise the president. Therefore, I have two questions:

 

1.            Do I have your permission to have a conference call with them?

 

2.            If it is all right to have a conference call with them, will the [club] pay for the call?

 

She is, of course, correct: her role is to advise the president. She must have the president’s permission to consult with you.

 

Furthermore, it is neither your responsibility nor your role to “handle this meeting.” It is mine as presiding officer.

 

That said, simply as a courtesy to you, I offer two options for going forward:

 

1.            Discuss and share with me any questions you might have. Chances are that the Parliamentarian has already answered them in our conversations with her. I would pass those answers on to you.

 

2.            Have a private, three-way conversation – you, Ms. XXXX, me. There is a conference call number that could be used for this purpose."

 

We had hoped that it would be helpful to contact her, but as you can see, it was not very helpful.

 

I think it may be more helpful than it first appears.

 

The parliamentarian is absolutely correct that it is her role to advise the President. This is the role of the parliamentarian as the position is described in RONR. Professional parliamentarians sometimes provide other services, but it seems the parliamentarian was contracted to serve as an advisor to the President. Her actions in asking if the President granted permission for the conversation and whether the club would pay for the call were completely proper, and I would have done the same thing if I were in her situation. The parliamentarian (wisely) did not comment on her personal opinions on whether such a call would be advisable, as she doesn't wish to place herself in the middle of an apparent conflict between the President and membership and undermine her appearance of impartiality.

 

I can understand some uneasiness with having a paid professional hired by the association consult, outside of a meeting and on the association's dime, with those who are not officers or staff. I've never received such a request, so I'm not sure how my own clients would react. They're usually fairly amenable to me answering questions of members during recesses and the like, but the issue of a full-fledged conference call in advance of the meeting has not arisen.

 

The President's suggestion to have a conference call in which he is included seems reasonable. It is, after all, his role to preside at the meeting, and it would be beneficial for him to be included in discussions intended to handle the meeting and election correctly. I do think the President is a bit harsh to suggest that this is solely his responsibility. It is primarily his responsibility, but ultimately, this responsibility and authority rests with the assembly as a whole. That issue aside, it seems to me that the President's suggestion is perfectly reasonable, even if it isn't exactly what you wanted.

 

Lastly, before you get into this conversation, I'd keep in mind that the parliamentarian's advice may well differ from what we have said on this forum, and that the parliamentarian's advice may well be (at times) beneficial to the President's position. I think there is an unfortunate tendency for people to assume that this is due to some sort of bias on the part of the parliamentarian (since the officers pay him). We've certainly seen some such posts on this forum.

 

This assumption is unfair and illogical. Since this person is affiliated with NAP, he is bound by the joint code of ethics adopted by NAP and AIP, which requires her to (among other things) provide advice in accordance with her honest interpretation of the society's rules and parliamentary law - without regard to the client's personal wishes. Even setting that (and the parliamentarian's own personal and professional ethics) aside, the idea that a parliamentarian would provide advice which she knows to be false defies logic. Parliamentarians are independent contractors, and like any independent contractor, their continued success in business depends heavily on their reputation. For such a person, unethical behavior isn't just wrong - it's bad for business.

 

If the parliamentarian's advice differs from our own, my own assumption would be that this is because the parliamentarian has thoroughly studied the society's own rules (which we have not done). She is therefore better informed and better qualified to answer such questions. So before you decide to refute that the members of this message board have offered contrary advice, I'd note that our advice is based on much more limited time and much more limited information. As a consequence, I'd advise you to give more weight to the parliamentarian's advice than to the advice of any of the members of this forum - my own advice included.

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Since the parliamentarian was hired with club money, why is the parliamentarian only there to advise the president, not the membership?

 

Also, as hiring a parliamentarian is not everyday business (which is the prime responsibility of the board) of the club, did the president have the right/authority to hire a parliamentarian for his own personal consultation using club money?

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SKelly1313 and Renee, keep in mind that you (or a group of you) can also consult with a parliamentarian of your own choosing.  Both the NAP and AIP maintain referral lists of credentialed parliamentarians.  You can also look on the NAP website for contact information for the president or your state association and possibly a local unit.  Those people may be able to refer you to someone.

 

NAP and AIP contact info

 

National Association of Parliamentarians (NAP)
213 South Main St.
Independence, MO  64050-3850
Phone: 888-627-2929
e-mail: hq@NAP2.org  
www.parliamentarians.org

American Institute of Parliamentarians (AIP)
618 Church Street, Ste 220
Nashville, TN 37219
Phone: 888-664-0428
e-mail: aip@aipparl.org
www.aipparl.org

 

Edited to add:  Renee, are you in the same organization as the original poster  SKelly1313?

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Thanks everyone for the great responses!  I'm in the same organization with SKelly313, she's currently on vacation, so to allow her to enjoy her vacation, I thought I would jump in here with a few more questions.

 

Can you explain why some of the Election Rules would fall under the category of Rules of Order?  If we move to amend the Election Rules prior to the vote we would still need a 2/3 vote correct?  Another idea that has been thrown around to allow the candidates to speak is to amend the agenda rather than the election rules.  If we motion to amend the agenda we would only need a simple majority correct?

 

 

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An update:. . . .

 

Also, the board is presenting election rules/guidelines (for the election that is happening that SAME EVENING) that state: 

 

"a) There will be no electioneering in the facility or in the facility parking lot within 24 hours of the election.

In view of the heavy campaigning, the many postings, e-mails, etc., we feel that the membership has seen and heard enough. Therefore, as a courtesy to them,

 

b ) There will be no speeches by, or in support of, the candidates."

 

It is not unusual for societies to adopt rules governing the conduct of elections, but these rules (which apparently do not permit any campaigning of any kind, during the meeting or otherwise) are more extreme than most I have seen. Some of the proposed rules are in the nature of rules of order, so the proposed set of rules will require a 2/3 vote for adoption. These rules are also subject to amendment, in the event that the assembly wishes to have some rules governing the election but doesn't care for the rules which have been proposed.

 

Thanks everyone for the great responses!  I'm in the same organization with SKelly313, she's currently on vacation, so to allow her to enjoy her vacation, I thought I would jump in here with a few more questions.

 

Can you explain why some of the Election Rules would fall under the category of Rules of Order?  If we move to amend the Election Rules prior to the vote we would still need a 2/3 vote correct?  Another idea that has been thrown around to allow the candidates to speak is to amend the agenda rather than the election rules.  If we motion to amend the agenda we would only need a simple majority correct?

Josh, wouldn't the "rules" for the annual general meeting and election sent out by the board be only proposed rules (or suggestions) unless and until actually adopted by the assembly at the AGM?   I question whether the board can impose rules on the assembly that the assembly must follow  at its own AGM.  I think gah210 has a point.  I had already been thinking along those lines.

 

gah210:  The election rules that pertain to conduct and proceedings during the AGM would be in the nature of rules of order because they apply to conduct in a meeting.  Rules pertaining to electioneering at other times could be standing rules (by whatever name your society prefers to use, such as "policies and procedures").   They would be in the nature of standing rules.

 

I do believe you can amend the agenda at the start of the meeting, by majority vote (or by a two thirds vote after the agenda is adopted) to allow for speeches by candidates or whatever else you want to do.

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Since the parliamentarian was hired with club money, why is the parliamentarian only there to advise the president, not the membership?

The role of the parliamentarian is to serve as an advisor to the President. The President is the officer of the society tasked with presiding over the meeting, so it is perfectly logical for an advisor charged with providing advice to principally advise this officer (even to exclusively advise this officer, if that is what is expected).

Also, as hiring a parliamentarian is not everyday business (which is the prime responsibility of the board) of the club, did the president have the right/authority to hire a parliamentarian for his own personal consultation using club money?

I might disagree with the assertion that hiring a parliamentarian is not everyday business. Many large conventions routinely hire a parliamentarian. Additionally, my understanding was that the board had authorized the fee for the parliamentarian, and my own experience is that this is generally within the board's authority.

Can you explain why some of the Election Rules would fall under the category of Rules of Order?

Rules of order deal with the conduct of business in meetings. The rule which prohibits any speeches by or in favor of candidates during the election is clearly such a rule. The rules which deal with campaigning outside of meetings might be in the nature of standing rules.

If we move to amend the Election Rules prior to the vote we would still need a 2/3 vote correct?

Not exactly. A majority vote is sufficient to amend the proposed rules when they are pending, but a 2/3 vote would then be required to adopt the rules as amended.

Another idea that has been thrown around to allow the candidates to speak is to amend the agenda rather than the election rules. If we motion to amend the agenda we would only need a simple majority correct?

It is correct that a motion to amend the agenda, and the motion to adopt the agenda, will require a majority vote. In order to use this strategy, however, it will be necessary to ensure that the proposed rules are defeated.

Josh, wouldn't the "rules" for the annual general meeting and election sent out by the board be only proposed rules (or suggestions) unless and until actually adopted by the assembly at the AGM?

Absolutely. I did not intend to suggest otherwise.

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   I question whether the board can impose rules on the assembly that the assembly must follow  at its own AGM. 

If we were not informed of the vote on these rules by our official communication method (postcard via US mail) and they were not brought up at the end of the last meeting, then is it even legal to hold a vote on these at the election? 

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If a club's only rules of order  in its bylaws are:   " The rules governing parliamentary procedure as laid down in Robert's Rules of Order shall govern all meetings of the club wherever they are not contrary to the provision of these bylaws."  - then does a proposal to have an election rule of order constitute changing the bylaws and therefore would be subject to the rules of amending the bylaws?   In this case, the bylaws require

The Constitution and By-Laws may be amended by a two-thirds vote of the members present and voting at any Annual Meeting or Special Club meeting called for that purpose, provided the proposed amendments have been included in the notice of the meeting and mailed to each member at least fourteen days prior to the date of the meeting.

 

I am in the same organization as the others asking these questions. 

 

 

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If a club's only rules of order  in its bylaws are:   " The rules governing parliamentary procedure as laid down in Robert's Rules of Order shall govern all meetings of the club wherever they are not contrary to the provision of these bylaws."  - then does a proposal to have an election rule of order constitute changing the bylaws and therefore would be subject to the rules of amending the bylaws?

 

No. RONR permits a society to adopt rules of order which supersede the rules in RONR.

 

If you all don't like these proposed rules so much, vote against them. They require a 2/3 vote for adoption, so they're doomed if they're as unpopular as this thread suggests.

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SKelly1313 and Renee, keep in mind that you (or a group of you) can also consult with a parliamentarian of your own choosing. Both the NAP and AIP maintain referral lists of credentialed parliamentarians. You can also look on the NAP website for contact information for the president or your state association and possibly a local unit. Those people may be able to refer you to someone.

NAP and AIP contact info

National Association of Parliamentarians (NAP)

213 South Main St.

Independence, MO 64050-3850

Phone: 888-627-2929

e-mail: hq@NAP2.org

www.parliamentarians.org

American Institute of Parliamentarians (AIP)

618 Church Street, Ste 220

Nashville, TN 37219

Phone: 888-664-0428

e-mail: aip@aipparl.org

www.aipparl.org

Edited to add: Renee, are you in the same organization as the original poster SKelly1313?

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