Vice President changing agenda in President's absence

[communityvolunteer]

Hello all,

 

We recently had an election in our neighborhood association in which several officers were replaced in the election by officers whom the assembly felt were more in line with the desires of the members of the association.  This resulted in a new President, but the old Vice President was not up for election and maintained his position.

 

Shortly before the President left for a vacation, a regular officer's meeting was held and the agenda for the upcoming association meeting was created by the President (as per the bylaws).  Once the President had left the country, the Vice President added a controverial issue to be discussed and voted on that the President had expressly put off until after his return and then posted the agenda as per the bylaws.  Although, the bylaws say that the Vice President will assume the duties of the President in his absence, this seems to be a direct flouting of the wishes of the President.  While the other officers are very upset at this behavior, they do not seem to know what to do about it.

 

Is this a violation of the VP's authority?  What can the members of the association do to prevent this items from being discussed and voted on at the meeting?  How would one go about doing it according to the Rules?  Can a member of the association bring up at the beginning of the meeting (when the agenda is passed out) that this is inappropriate behavior on the part of the VP and move that the questionable item be removed from the agenda?  Would it be appropriate to have the Secrectary take over the meeting during this time as the motion directly relates to the VP who would be conducting the meeting?

 

My thanks for your replies.

[Gary Novosielski]

An agenda is not binding until approved by the assembly, (If it's not, then it's just a laundry list of things that might get moved, or not).

 

So, someone at the beginning of the meeting can simply move to delete the offensive matter from the agenda.  No need to accuse the VP of anything, just remove what you don't want.  Majority rules.

 

Or, if the matter remains on the agenda, nobody has to move it, and if someone does, nobody needs to second it.  And if someone does, nobody has to vote for it.

 

If as many people as you say appear to be against this whatever-it-is, there seems to be virtually no chance that it will pass, so why are you upset that it might come to a vote?

[Richard Brown]

An agenda is not binding until approved by the assembly, (If it's not, then it's just a laundry list of things that might get moved, or not).

 

So, someone at the beginning of the meeting can simply move to delete the offensive matter from the agenda.  No need to accuse the VP of anything, just remove what you don't want.  Majority rules.

I agree that this is the rule in RONR, but this organization's bylaws apparently treat the agenda a bit differently:

 

Shortly before the President left for a vacation, a regular officer's meeting was held and the agenda for the upcoming association meeting was created by the President (as per the bylaws).  Once the President had left the country, the Vice President added a controverial issue to be discussed and voted on that the President had expressly put off until after his return and then posted the agenda as per the bylaws.

 

Since this organization apparently has bylaw provisions  regarding agendas, I don't think we can say with any certainty that "an agenda is not binding until approved by the assembly" without knowing just what those bylaw provisions regarding the agenda say.

 

Other than that caveat, I agree with Mr. Novosielski's post.

[George Mervosh]

Even though it doesn't seem that a proper suspension of the rules was adopted, does anyone other than me think whatever rules exist regarding the agenda are indeed suspendable?  

 

In other words I agree with the jist of Mr. Novosielski's reply.

[Guest Nancy N.]

Notwithstanding (but not disrespecting, because I sometimes know what's good for me, like maybe now) other opinions, let me say that if the queston that the absent president did not want dealt with in his absence does nevertheless come to the floor, anyone has the option, in debate, to mention that the president prefers that we not deal with this issue in his absence, and therefore move to postpone the motion until he gets back.

 

(It does occur to me to wonder what effect the president expects to have on the issue by his presence, since he is generally expected to take an impartial position on substantive issues.  Maybe he's a commie.  I await further developments.  Mr. Honemann hates when I do this.)

 

Even though it doesn't seem that a proper suspension of the rules was adopted, does anyone other than me think whatever rules exist regarding the agenda are indeed suspendable?...

 

George, if you're talking about RONR's position that rules of order that are in the bylaws ("in the nature of," which I have wondered what means for some decades now) are suspendable, then sure; but please remember that telling the average organization's membership that some, unspecified, of its bylaws can be suspended, is a perilous place to go.  Remember what most people can't tell their elbows from.

 

If you're talking about something else, please say what it is.

-- Nancy N.

[communityvolunteer]

Thank you for your replies, and I have found them helpful.

 

In an attempt to simplify things and to try to find a way to deal with the situation in a manner which follows Roberts Rules which many of our organization feel is not being done currently, I did not convey all the details of the situation.  I do not know if it would change the course that those of us in the organization should take using Roberts, but here goes.

 

Recently a schism has developed in our organization.  At a recent officers meeting 7 of the 9 officers were up for election and in a highly passionate campaigne, the members voted in a new group of officers by an overwhelming majority.  The vice president and newsletter editor were not up for election, and the ex-president holds a (non voting) postion as Advisory Chair.  There has been much bitterness on the part of the losing side.  

 

The new officers have spent the last couple of months dealing with the transition (which the ex-president has resisted) and several matters that were timely.  Because there has not been sufficient discussion of the controversial topic in the newsletter (with the exception of biased articles by the ex-president which make it appear that he is acting with the Executive Coucils authority even though he is not and which the newsletter edititor continues to publish and has refusesd to show to the new president before they go to press) or at meetings, the new president did not feel that the topic should be addressed in his absence.

 

Shortly before the president left the country, he and the other officers set the agenda for the meeting as is the duty of the president per the bylaws.  As soon as he was gone, the Vice President added the item to agenda which he put on social media and allowed the newsletter editior to publish an article that was expressly forbidden by the president.  The "announcement" was hidden in an article by the ex-president and the vote was mentioned in passing.  While it might technically meet the "letter of the bylaws" by being published at least 7-days before the meeting, this is a MAJOR change to the bylaws on a very complicated topic that has not been carefully studied or discussed, but which the losing group is very hurrying to push through while the president is not here.  Even if it is agreed that a commttee is to be appointed (which they the losing side does not want), according to our bylaws, the president appoints the members of that committee.  If the VP is allowed to do that at this meeting, there is a feeling that it will be a very bias group that is appointed.

 

What this seems to really be about is a direct and intentional challenge to the authority of the new president in that the ex-president (in collusion with the VP and newletter editor) is  attempting to continue to control the organization and the flow of information by taking advantage of the absence of president to push an agenda item that had been asked to be delayed by the president until it has been properly studied and review, that the new executive council is not ready to attend to just yet, and that is not an "emergency" item.  They seem to be being successful by taking advantage of the newness and naivety of the the new officers.  Not to mention trying to take advantage of the membership's lack of famliarity of the complex issues involved in the proposed bylaws change.

 

Again I do not know if this changes anything (other that maybe my "getting if off my chest") as far as Roberts Rules.  Many of our group feels that the VP (and the others) is over stepping his authority in this situation and had hoped that there was a way to address it civily using proper procedures.  What I walk away with from your comments is this:

 

1)  We need to have enough people who feel this is improper to attend the meeting

2)  We can try to have the item removed at the benning of the meeting when/if the agenda is read without going into "personalities" if at all possible (hopefully the VP will not try to block this is some way - it is my understanding that if a motion and a second are made than it must be voted upon)

3)  Should it be allowed to stay on the agenda, we can move that no action be taken on it at this time

4)  Finally, we can vote against or to modify whatever action is proposed in the subsequent discussion/motions that are made

5)  At whatever point in the meeting, this matter is addressed, we need to be ready to justify why we are taking that postion

 

If I have missed anything, or have this wrong, or if anyone has any other help to offer, I would be most appreciative!

[Edgar Guest]

3)  Should it be allowed to stay on the agenda, we can move that no action be taken on it at this time

 

A motion to do nothing is not in order.

[Gödel Fan]

What does the President stand to gain by being present?  He seems to have an opposing view from the Vice-President, so he doesn't gain anything by the Vice-President being able to debate and vote.  Has he counted heads and decided that he'll be casting a tie-breaking vote?  Does he intend to hand the gavel over - thus stating that he considers his desire to debate more important than the good of the organization?

[communityvolunteer]

I do not think the President has any thing to gain personally by being present.  Nor do I think there is anyway to tell if there will be tie involved - most likely not.  Nor do I think he intends to "hand the gavel over".  This bylaws change is a very major change with many potential repercussion, and is highly charged.  As the old group of officers tended to not advise the membership what was to be voted before hand at meetings so people could be there if they thought it was important (and that was if they even brought it up for vote instead of acting independently behind the scenes), there is a heightened sensitivity to this type of behavior.  The new president seems able to conduct meetings which are much more civil and orderly because his style is less aggressive and controversial than the old group of officer.  (Another reason that most of the members felt it was better to have a change.)  Meeting have gone much better since the switch, even with the ousted officers trying to cause problems.  Some members simply wanted clarification on whether what the VP was doing was acceptable practice as we could not seem to find this problem addressed in Roberts and what recourse we had if it was not generally an acceptable action.

[Richard Brown]

A motion to do nothing is not in order.

But a motion to postpone definitely or  indefinitely would be, as would a motion to refer it to a committee or to remove it from the agenda.

[Dan Honemann]

But a motion to postpone definitely or  indefinitely would be, as would a motion to refer it to a committee or to remove it from the agenda.

 

I do not think that any of the first three motions in this listing would be in order while the agenda is pending for adoption.

[Richard Brown]

I do not think that any of the first three motions in this listing would be in order while the agenda is pending for adoption.

Oh, I agree.  I meant that those motions can be used if it is not removed from the agenda.  I was responding to Mr. Guest's post No 7 which was responding to this line in community volunteer's post No 6:  "3)  Should it be allowed to stay on the agenda, we can move that no action be taken on it at this time". 

[Josh Martin]

I do not think the President has any thing to gain personally by being present.  Nor do I think there is anyway to tell if there will be tie involved - most likely not.  Nor do I think he intends to "hand the gavel over".  This bylaws change is a very major change with many potential repercussion, and is highly charged.  As the old group of officers tended to not advise the membership what was to be voted before hand at meetings so people could be there if they thought it was important (and that was if they even brought it up for vote instead of acting independently behind the scenes), there is a heightened sensitivity to this type of behavior.  The new president seems able to conduct meetings which are much more civil and orderly because his style is less aggressive and controversial than the old group of officer.  (Another reason that most of the members felt it was better to have a change.)  Meeting have gone much better since the switch, even with the ousted officers trying to cause problems.  Some members simply wanted clarification on whether what the VP was doing was acceptable practice as we could not seem to find this problem addressed in Roberts and what recourse we had if it was not generally an acceptable action.

 

So far as RONR is concerned, neither the President nor the Vice President has the authority to "set the agenda." Only the assembly itself has that power. Both the President and Vice President's suggestions are just that - suggestions, and they're both perfectly free to offer suggestions. Additionally, even if an item is not on the agenda, it may be introduced during New Business. In RONR, an agenda is not a way to control what does and does not happen at a meeting. It's way to ensure that the most important business is considered first.

 

Your organization, however, appears to have adopted its own rules regarding the agenda, and we cannot say whether the Vice President's actions are in accord with these rules.

 

Lastly, I'd note earlier that you expressed some concern about the VP appointing a committee in the President's absence. This is not proper (unless your bylaws specifically allow for this), and RONR does address this topic. "When the bylaws provide that the president shall appoint all committees, this power does not transfer to the chair if someone else presides." (RONR, 11th ed., pg. 495, emphasis in original)

[Richard Brown]

I agree with Mr. Martin's very thorough post above.  You might also look at FAQ No 14, but keep in mind that any provisions in your bylaws regarding preparing and using an agenda will supersede this:  http://robertsrules.com/faq.html#14

[communityvolunteer]

Thank you very much for your comments!  I have found them helpful and enlightening.

 

I think part of our confusion is that our bylaws do say that "The President shall set the agenda for the general meeting..", which he did.  However, the bylaws also state that "The Vice President shall fulfill the duties of the President in the President's absence..", and we felt the VP was being mutinous by going against the President's wishes when he indicated the agenda had been changed.  After some discussions today, the VP is now indicating that the item will be presented by the ex-president under "new business" and not an actual separate agenda item (back-tracking or just lack of knowledge that has been rectified?).

 

At this point, our plan is to get the "word out" since the newsletter "announcement" is rather vague and misleading about the item to be discussed (if his motion gets a second) so that the meeting will be well attended.  I think there will be support to carry the item over for further discussion due to the complexity of the issues and the need for further research (and probably a committee now that we know the President will do the appointments - even though he will not be at this meeting - which is a relief to us all as so far he has been a fair and rational individual).  Or if the VP cannot keep the meeting civil and orderly, the plan would be to make a motion to discontinue the discussion and to postpone it to a future meeting (when the President will be there). 

[Richard Brown]

I'm glad that things seem to be working out.  However, I have a concern.  I'm not so sure that the VP cannot make committee appointments in the absence of the president in your organization. 

 

The rule which Mr. Martin pointed out to you in the last paragraph of post No 13 that "When the bylaws provide that the president shall appoint all committees, this power does not transfer to the chair if someone else presides." (RONR, 11th ed., pg. 495, emphasis in original)" may not be applicable in your case because apparently your bylaws provide that "The Vice President shall fulfill the duties of the President in the President's absence".  Note that the rule in RONR says the power to make appointments does not transfer "to the chair" in the absence of a bylaw provision.  It refers to "the chair"....not necessarily the VP.

 

The provision in your bylaws may be sufficient to give your VP the authority to make appointments in the absence of the president.  It will be up to your organization itself to interpret that provision.  The provision Mr. Martin quoted from RONR assumes that your bylaws make no provision for who can make appointments in the absence of the president.

 

Although your bylaws don't say specifically that the VP can make  appointments in the absence of the president, the language you quoted is pretty broad and might be interpreted to mean that the VP does have that power.  Your organization will have to decide whether that provision grants the VP the authority to carry out the administrative functions of the president outside of a meeting context.

 

You might want to read the rest of the provisions on page 495 about the chair appointing committees.  it does contain this rather clear language:  "A clause in the bylaws assigning to the president the duty of appointing all committees should therefore contain appropriate provision for its own suspension if necessary (for example, if there is occasion to appoint a special committee during a meeting from which the president is absent)."  (Emphasis added by me).

 

You might also read page 456 about the administrative duties of the president aside from the function of presiding at meetings: "Administrative Duties of the President of a Society. All of the duties of the presiding officer described above relate to the function of presiding over the assembly at its meetings. In addition, in many organized societies, the president has duties as an administrative or executive officer; but these are outside the scope of parliamentary law, and the president has such authority only insofar as the bylaws provide it."  The same provision would apply to the VP:  He has such authority only insofar as the bylaws provide it.  Your bylaws do not give the VP the specific authority to make committee appointments in the absence of the president.

 

Your organization will have to decide whether your bylaws transfer the power to make appointments to the VP in the absence of the president.  My own opinion is that they do not give him that power, but it is the opinion of your organization that counts.  Only your organization can interpret its own bylaws. 

[Josh Martin]

At this point, our plan is to get the "word out" since the newsletter "announcement" is rather vague and misleading about the item to be discussed (if his motion gets a second) so that the meeting will be well attended. I think there will be support to carry the item over for further discussion due to the complexity of the issues and the need for further research (and probably a committee now that we know the President will do the appointments - even though he will not be at this meeting - which is a relief to us all as so far he has been a fair and rational individual). Or if the VP cannot keep the meeting civil and orderly, the plan would be to make a motion to discontinue the discussion and to postpone it to a future meeting (when the President will be there).

Yes, a motion to postpone the main motion to the next meeting seems like a good idea in any event. Such a motion is debatable, amendable, and requires a majority vote for adoption.

I'm glad that things seem to be working out. However, I have a concern. I'm not so sure that the VP cannot make committee appointments in the absence of the president in your organization.

Yes, this concern is part of the reason I recommend postponing the main motion.