MOTION OUT OF ORDER

[Gary Novosielski]

As I suspected, the matter of whether the membership can overrule the "Executive"  (It's really called that!?) is a matter upon  which two reasonable..... Drat, Dan beat me.

[Guest LLT]

 Always best  to have the entire set of bylaws  so as to have the entire context.

 And , although arguably of no moment - the member of concern in this  seems to have  failed or abandoned his actual  appeal right under section ,VIII.  3 and now seeks an end run to the members meeting .That when ( apparently )  there is no provision in the bylaws allowing an appeal  from the decision of the Executive other than to the Executive Committee. Not everything ( anything ) needs to be interpreted when  it is clear ( RONR - p. 588,  LL-24-29 ).

But I defer to His  Sageness , Honemann the Great , -should other pronouncements be made  . 

LLT

 

[Richard Brown]

4 hours ago, Daniel H. Honemann said:

I suspect there can be quite a few reasonable opinions about what these bylaw provisions mean.  

Oh, jeez! No kidding!

[Richard Brown]

Mr. Edison, please tell us exactly who or what this  "executive" is that you continually speak of. We must have told you a dozen times that we don't know. Is it an executive assistant? Executive chef? Chief executive officer? President? Executive Board? Executive committee? Executive washroom?

Please, stop referring to him or her or it as "the executive".  Executive WHAT?????

[Frank Edison]

22 minutes ago, Richard Brown said:

Mr. Edison, please tell us exactly who or what this  "executive" is that you continually speak of. We must have told you a dozen times that we don't know. Is it an executive assistant? Executive chef? Chief executive officer? President? Executive Board? Executive committee? Executive washroom?

Please, stop referring to him or her or it as "the executive".  Executive WHAT?????

Again, my apologies.  The Executive refers to the Executive Board which consists of the officers and committee chairs.

Also, I just went back and re-read the thread and could not find the dozen instances you are referring to?

[Joshua Katz]

2 hours ago, Richard Brown said:

Mr. Edison, please tell us exactly who or what this  "executive" is that you continually speak of. We must have told you a dozen times that we don't know. Is it an executive assistant? Executive chef? Chief executive officer? President? Executive Board? Executive committee? Executive washroom?

 

This brings up a new question for me, based on what was copied.  I notice that some provisions use a lower-case "executive," and others an upper-case "Executive."  At first, I was fairly sure these are the same, but then I noticed that, it appears, the latter is used when appeals are discussed.  Are these two bodies, or the same body?

In any case, i think it's satisfactorily clear to me (as I expected to be the case) that, in fact, more than one reasonable opinion can be had.  While I don't want to venture an opinion on the deeper question, I'll just say I'm not at all convinced, from what we've been shown, that the motion under discussion is out of order.

[Frank Edison]

7 hours ago, Joshua Katz said:

This brings up a new question for me, based on what was copied.  I notice that some provisions use a lower-case "executive," and others an upper-case "Executive."  At first, I was fairly sure these are the same, but then I noticed that, it appears, the latter is used when appeals are discussed.  Are these two bodies, or the same body?

In any case, i think it's satisfactorily clear to me (as I expected to be the case) that, in fact, more than one reasonable opinion can be had.  While I don't want to venture an opinion on the deeper question, I'll just say I'm not at all convinced, from what we've been shown, that the motion under discussion is out of order.

Executive or executive is understood by me and I am sure all members as referring to the board of directors.

SECTION XV COMMITTEES
THE EXECUTIVE
1.The Executive shall consist of the Flag Officers (Commodore, Vice Commodore and Rear Commodore), Treasurer and Secretary, and the chairpersons of each of the committees.

2.The Executive shall be responsible for the general management and supervision of the affairs of the Club.

3.The Executive shall meet as often as required for the dispatch of business. Five members,including at least one Flag Officer, shall constitute a quorum.

5.The Executive shall have the power and authority to do such things as it deems advisable for the efficient carrying out of the aims and undertakings of the Club and the objects for which the Club is incorporated;

Thank you.  

Edited November 9, 2017 at 10:47 AM by Frank Edison

[jstackpo]

1 hour ago, Frank Edison said:

Executive or executive is understood by me and I am sure all members as referring to the board of directors.

SECTION XV COMMITTEES
THE EXECUTIVE

...

3.The Executive shall meet as often as required for the dispatch of business. Five members,including at least one Flag Officer, shall constitute a quorum.

A question about your bylaws (I just can't help myself when I see the passive voice in bylaws...):

In provision #3 (quoted above) who decides when  a "requirement" to meet and do some business has come up?

[Dan Honemann]

1 hour ago, Frank Edison said:

Executive or executive is understood by me and I am sure all members as referring to the board of directors.

SECTION XV COMMITTEES
THE EXECUTIVE
1.The Executive shall consist of the Flag Officers (Commodore, Vice Commodore and Rear Commodore), Treasurer and Secretary, and the chairpersons of each of the committees.

2.The Executive shall be responsible for the general management and supervision of the affairs of the Club.

3.The Executive shall meet as often as required for the dispatch of business. Five members,including at least one Flag Officer, shall constitute a quorum.

5.The Executive shall have the power and authority to do such things as it deems advisable for the efficient carrying out of the aims and undertakings of the Club and the objects for which the Club is incorporated;

Thank you.  

Well, since the Executive is listed under "COMMITTEES", it may do nothing but add to the confusion if we start referring to it as "the board of directors".  

In any event, let's go back to this previous post of yours:

"My concern is how to handle this at the meeting.  I can see the motion being read into the minutes to have the executive withdraw the letter of reprimand and apoligize for same.  The chair would then rule the motion out of order, because, according to the constitution, the executive alone handles discipline and appeals to disciplinary decisions.  Now, from what I have read, the member can appeal the Out of Order ruling from the chair, thus putting that ruling to a vote?

"If this is correct then the chair can explain his decision to rule the motion out of order and others may only speak once on the topic?  Am I on the right track here?"

Yes, you're pretty much on the right track here. At this meeting of the full membership, the member in question may make a motion to have the letter of reprimand retracted and an apology made (or something of the sort). If the chair rules that the motion is not in order because, according to the constitution, the Executive committee alone handles discipline and appeals to disciplinary decisions, and an appeal is taken from this ruling, the question as to whether or not the chair's ruling is correct will be in the hands of the membership to decide. Nothing at all in your bylaws which has been posted so far would justify the chair's refusal to entertain this appeal. 

[Frank Edison]

41 minutes ago, jstackpo said:

In provision #3 (quoted above) who decides when  a "requirement" to meet and do some business has come up?

I did not want to post the entire document but there is no actual statement referring to an Executive meeting schedule.  The Executive meets monthly and if required a special meeting can be called by the Commodore. 

As for General meetings:

a.The Annual General Meeting shall be held in a timely fashion after the financial year end; not to exceed March 1st of the following year, at which time a year-end report on the preceding year shall be presented by the Executive. The current Committee shall submit an estimate of the receipts and expenditures for the current year and the auditors for the year shall be appointed. An election shall be held for all positions in the Executive. The new term of office is to commence on the day of the Annual General meeting after the new officer(s) are sworn in;
b.A Special General Meeting of the Club may be called by the Commodore whenever it is deemed necessary, or when she/he is requested to do so by the Executive or by written request signed by at least ten members stating the purpose of such a meeting. If she/he fails to call a meeting when so requested, the members so requesting may call a meeting themselves by Notice signed by those requesting the meeting;

[Frank Edison]

37 minutes ago, Daniel H. Honemann said:

If the chair rules that the motion is not in order because, according to the constitution, the Executive committee alone handles discipline and appeals to disciplinary decisions, and an appeal is taken from this ruling, the question as to whether or not the chair's ruling is correct will be in the hands of the membership to decide. Nothing at all in your bylaws which has been posted so far would justify the chair's refusal to entertain this appeal. 

Thanks.  That sounds fair and seems the best way to handle the matter.

[jstackpo]

39 minutes ago, Frank Edison said:

I did not want to post the entire document but there is no actual statement referring to an Executive meeting schedule.  The Executive meets monthly and if required a special meeting can be called by the Commodore.

Just to continue being a picky parliamentarian (the sort of thing gives us all a bad reputation in general, but we are among friends here)...

With "no actual statement" how do you know that you have monthly meetings?  Tradition, I suppose, but it might be wise to add the monthly business into your bylaws, explicitly.  Or perhaps you regularly schedule the "next meeting" at the end of each meeting - RONR, p. 89, lines 5-15.

Also, I trust that the bylaws authorize the Commodore to call special meetings.  Otherwise he can't, properly.

[Frank Edison]

20 minutes ago, jstackpo said:

With "no actual statement" how do you know that you have monthly meetings?  Tradition, I suppose, but it might be wise to add the monthly business into your bylaws, explicitly.  Or perhaps you regularly schedule the "next meeting" at the end of each meeting - RONR, p. 89, lines 5-15.

Also, I trust that the bylaws authorize the Commodore to call special meetings.  Otherwise he can't, properly.

Meetings are monthly by tradition and are scheduled a the end of each current meeting.  Yes the Commodore can, by tradition, call a special meeting on his own or at the request of any other Executive member.  This will be added and clarified at the next constitution update.

[Gary Novosielski]

9 hours ago, Frank Edison said:

Executive or executive is understood by me and I am sure all members as referring to the board of directors.

SECTION XV COMMITTEES
THE EXECUTIVE
1.The Executive shall consist of the Flag Officers (Commodore, Vice Commodore and Rear Commodore), Treasurer and Secretary, and the chairpersons of each of the committees.

2.The Executive shall be responsible for the general management and supervision of the affairs of the Club.

3.The Executive shall meet as often as required for the dispatch of business. Five members,including at least one Flag Officer, shall constitute a quorum.

5.The Executive shall have the power and authority to do such things as it deems advisable for the efficient carrying out of the aims and undertakings of the Club and the objects for which the Club is incorporated;

Thank you.  

It is an unfortunate, confusing, and arguably grammatically incorrect use of what should be an adjective to assume the role of a noun.

If it were more rare, that would be a Good Thing, but since it is in your bylaws, your Executive Board is, for reasons known only to the framers, called The Executive.  Let it be on their heads.