Renumbering paragraphs in bylaws and changing cross references.

[Benjamin Geiger]

I'm working on several amendments to the bylaws of an organization I belong to. Some of these amendments involve either striking sections or introducing new sections. Of course, this will require renumbering of sections.

So, there are some questions:

1. Would it be overstepping bounds to include a form of the verbiage from p. 599? Would this let us renumber and fix references in one fell swoop?

   Quote

   Resolved, That the Bylaws Committee be authorized to correct section designations, punctuation, and cross references and to make such other technical and conforming changes as may be necessary to reflect the intent of the membership of [the organization] in connection with these amendments.

    

2. (Assuming that the former would be overstepping: ) If I move to change the numbering of the remainder of the sections, do I need to explicitly list all of the numbers that are changing, or can I move to renumber the sections?
3. Likewise for cross references: if there is a reference to (e.g.) section 9.3.5.2, and that section gets renumbered to 8.3.6.2, will I need to explicitly list the existing references and the new section numbers?

Edited January 25, 2018 at 02:18 AM by Benjamin Geiger
Clarify a question. (And get rid of an emoticon.)

[Joshua Katz]

1. I do not believe that adopting a resolution of the sort discussed by RONR to solve your problem would be "overstepping," but I am not a member of your organization, which must decide whether or not to adopt such a resolution.  If they regard it as "overstepping," then the resolution will fail.

2. Did you read the discussion on p. 598 about indisputably necessary changes?  If you are striking sections and inserting others, the headings there would seem to fall into this category.  I am not sure why that discussion seems to imply that cross-references are either not indisputably necessary or change the meaning, since it seems to me that the indisputably necessary changes allowed there would have the result of changing the meanings of uncorrected cross-references.  Nonetheless, that seems to be what it says.  The simplest solution is to include the necessary cross-reference changes with the change that makes them necessary, as conforming amendments.

[Benjamin Geiger]

We'll be giving notice of the amendments in February and introducing them in March. I'm probably overthinking things, but this is the first time I've served in this sort of role. I just want to make sure I have all of my metaphorical ducks in a row before I start.

One of the amendments is to strike an entire section, so every section after that is going to have to be renumbered.

Actually, it appears that (so far) there are no added sections, only some struck and some substituted or amended. Could we get around this by simply replacing each struck section with a placeholder?

[Joshua Katz]

Again, see page 598.  If you strike a section, every section after that will go down by one - this is an indisputably necessary change, and is proper even if not mentioned in the motion at all.  There's no reason to uglify your bylaws with a placeholder.

[Bruce Lages]

The only caution I would add is about your statement allowing the bylaws committee to 'correct... punctuation...'. Changing punctuation can very definitely change the meaning of a statement -- remember 'eats, shoots, and leaves' vs 'eats shoots and leaves'? Any such changes can be much more consequential than the re-numbering of sections or cross-references to sections. I would urge not including this in any such statement, and leaving any changes in punctuation to the full amendment process so the membership can be certain that intended meanings are not inadvertently changed.