torquejunkie Posted January 5, 2017 at 04:58 PM Report Share Posted January 5, 2017 at 04:58 PM I am the president of our POA and during one of our board meetings it was presented and voted on to submit the proposed bylaws to the members to adopt or reject. We have no bylaws in place at this time. The motion passed and was put on the agenda for the next meeting. Now one of board members has sent out an email to the members calling for a vote prior to the meeting. This was done with out my knowledge and approval. I only learned of it when I received the email. My name was omitted from the document. Please give me insight to the proper actions to take and how to handle this type of actions. Base on this information can I as the president, Stop the voting process. I found on toastmaster a thread that stated a second is not require if the resolution passed a committee. Would this apply? Thanks Quote Link to comment Share on other sites More sharing options...
Hieu H. Huynh Posted January 5, 2017 at 05:07 PM Report Share Posted January 5, 2017 at 05:07 PM How is there an organization if there are no bylaws? Who are the members? How could you be president? Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted January 5, 2017 at 05:25 PM Report Share Posted January 5, 2017 at 05:25 PM 14 minutes ago, Hieu H. Huynh said: How is there an organization if there are no bylaws? Who are the members? How could you be president? I appreciate your questions, but such organizations do exist. Many of them. Very many of them. Probably thousands of them. Maybe hundreds of thousands. We might say they "don't exist" without bylaws, etc, but try telling them that they don't exist when they have been having meetings, electing officers, collecting dues and doing things. . . sometimes for years! Quote Link to comment Share on other sites More sharing options...
torquejunkie Posted January 5, 2017 at 05:25 PM Author Report Share Posted January 5, 2017 at 05:25 PM We are a new fairly new POA. I came into this position trying to get things in order. I do agree with you on your points but it does not help me resolve this issue. The subject of bylaws are rather irrelevant as I see it regarding my question. It just happens to be the subject matter. How should the board members handle board members that send out emails calling for a vote without the entire board being notified that such action was going to be taken? What according to RRO is the proper way to handle this issue. Quote Link to comment Share on other sites More sharing options...
Hieu H. Huynh Posted January 5, 2017 at 05:38 PM Report Share Posted January 5, 2017 at 05:38 PM Perhaps they could be disciplined (see "Disciplinary Procedures" in RONR 11th ed., starting on p. 643). Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted January 5, 2017 at 05:42 PM Report Share Posted January 5, 2017 at 05:42 PM (edited) 18 minutes ago, torquejunkie said: What according to RRO is the proper way to handle this issue. RONR (the correct abbreviation for "Robert's Rules of Order Newly Revised") provides that unless your bylaws provide differently, votes can be taken only at properly held meetings. I am at a loss as to what this "taking a vote before the meeting" is all about. That is not how things are done. Business is conducted at meetings... meetings which are properly called or scheduled. Without bylaws, you are in a sort of no man's land with very little guidance as to what you can do and how to do it. You do need bylaws asap, and I understand that adopting bylaws is exactly what you are trying to do. Based on what you have said so far, in my opinion notice has been given that the adoption of bylaws will be taken up at the next meeting. That is the appropriate way to do it. This business of one member trying to have some kind of vote outside of a meeting or at a meeting where the bylaws cannot properly be taken up is nonsense. There are many reasons, not the least of which is that ALL members must be sent notices and that no one member has the right to demand a vote on something.... especially outside of a meeting. I suggest VERY STRONGLY that you get a copy of either the 11th edition of RONR (the current edition) or a copy of RONR in Brief. Here is a link to RONR: http://robertsrules.com/book.html Here is a link to RONR in Brief: http://robertsrules.com/inbrief.html You can find both books in good bookstores and also on Amazon. In Brief is around $7 on Amazon and in bookstores and is very easy to read and is an excellent primer for people unfamiliar with parliamentary procedure. RONR is around $12 to $14 on Amazon (I haven't checked lately...the price fluctuates) and retails for about $19 in bookstores. Another good book for beginners" is "Robert's Rules for Dummies" by C. Alan Jennings. The third edition was just published a few months ago. It's around $15 on Amazon, slightly more in bookstores. Note: Is is a book ABOUT RONR and should not be used as a parliamentary authority. It is a great help, however, in understanding the rules in RONR, which is over 700 pages and rather technical. Edited to add: Both RONR and "Robert's Rules for Dummies" have chapters on forming new organizations and adopting bylaws. RONR in brief is more about how to properly conduct business in existing organizations and does not have a chapter on forming a new organization or adopting bylaws. Edited January 5, 2017 at 05:46 PM by Richard Brown Added last paragraph Quote Link to comment Share on other sites More sharing options...
Gary Novosielski Posted January 5, 2017 at 07:23 PM Report Share Posted January 5, 2017 at 07:23 PM Voting by e-mail is not permitted under the rules in RONR, unless your bylaws provide that it is, and since you have no bylaws, I suspect that's not the case. Also, if the rules in RONR apply, you cannot specify in advance that the membership's only options are to approve or reject the bylaws. The membership has the right to debate and amend motions on the floor, refer them to a committee, and a variety of other options. Quote Link to comment Share on other sites More sharing options...
Bruce Lages Posted January 5, 2017 at 07:37 PM Report Share Posted January 5, 2017 at 07:37 PM I strongly second the suggestion that you get yourself a copy of RONR, 11th edition, as well as RONR in Brief. I also urge you, as soon as you get RONR, to read carefully Section 54 on p. 553, entitled 'Organization of a Permanent Society'. It has much valuable information regarding how to firmly establish your new POA, in particular by adopting the necessary organizational governing documents such as bylaws. Quote Link to comment Share on other sites More sharing options...
Shmuel Gerber Posted January 5, 2017 at 10:47 PM Report Share Posted January 5, 2017 at 10:47 PM 5 hours ago, Hieu H. Huynh said: How is there an organization if there are no bylaws? Who are the members? How could you be president? 5 hours ago, Richard Brown said: I appreciate your questions, but such organizations do exist. Many of them. Very many of them. Probably thousands of them. Maybe hundreds of thousands. We might say they "don't exist" without bylaws, etc, but try telling them that they don't exist when they have been having meetings, electing officers, collecting dues and doing things. . . sometimes for years! Hieu didn't say the organization doesn't exist; he asked how there is an organization if there are no bylaws. Quote Link to comment Share on other sites More sharing options...
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