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By Law Addition


Guest Sylvia
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Two By law additions have been submitted by duly elected members of an organization composed of elected members. They were mailed and emailed to the membership 10days prior to the meeting. The group by laws state "These rules may be amended, altered, repealed or suspended by a two-thirds majority vote of the members present at any regular or special meeting of the Committee at which there is a quorum. Before coming before the Committee for consideration any proposed amendment, alteration, repeal or suspension of these rules must first be submitted in writing to and considered by the rules sub-committee, which shall after due consideration cause the Secretary to submit notice of the proposed amendment, alteration, repeal, or suspension to each member of the Committee in writing by mail, email or in person, along with a statement of the majority opinion of the rules sub-committee regarding such a proposal."  In January of this year, an interim Chair was elected to fulfill the  8 months left on the term of the office of Chair. The previous Chair had appointed the Board as the rules sub-committee. The new Chair failed to appoint one but 2 months ago allowed a By Law change and simply stated that the By-Laws were ran by the rules committee. He made no clear reference to appointing a new rules committee. Now he wants to delay the two additions from being voted on by saying he has appointed a rules committee that will review and recommend at a next meeting. It is the opinion of the Board that his failure to appoint a Rules committee and allowing a vote on a by law change previously is clear that the existing Rules Committee was still in effect and the vote should proceed.

 

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1 hour ago, Guest Sylvia said:

It is the opinion of the Board that his failure to appoint a Rules committee and allowing a vote on a by law change previously is clear that the existing Rules Committee was still in effect and the vote should proceed.

It is ultimately up to the organization to interpret its own bylaws, although I would note that the bylaws clearly provide that “Before coming before the Committee for consideration any proposed amendment, alteration, repeal or suspension of these rules must first be submitted in writing to and considered by the rules sub-committee, which shall after due consideration cause the Secretary to submit notice of the proposed amendment, alteration, repeal, or suspension to each member of the Committee in writing by mail, email or in person, along with a statement of the majority opinion of the rules sub-committee regarding such a proposal.“ Have all of the steps mentioned here been taken in regard to these amendments? If not, which steps have not been taken?

I think these facts will be extremely helpful. As it stands, I’m not entirely clear on what the precise nature of the problem is.

The fact that the President allowed a previous amendment is not, in and of itself, determinative of the answer to this question. It may well be that the President was in error and the validity of that amendment is in question. Furthermore, it does not seem to me that the President’s failure to appoint a committee previously prevents him from appointing a committee now - although the President’s actions do suggest that he has permitted them to continue serving and, therefore, the current members of the committee will continue serving unless and until new members are appointed.

Edited by Josh Martin
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1 hour ago, Guest Sylvia said:

The new Chair failed to appoint one but 2 months ago allowed a By Law change and simply stated that the By-Laws were ran by the rules committee.

What do you mean by "allowed a bylaw change"?   Do you mean he approved an amendment to the bylaws without it being voted on by the membership?   Or do you mean that he essentially approved it for submission to the membership?  Or do you mean something else?

1 hour ago, Guest Sylvia said:

Now he wants to delay the two additions from being voted on by saying he has appointed a rules committee that will review and recommend at a next meeting. It is the opinion of the Board that his failure to appoint a Rules committee and allowing a vote on a by law change previously is clear that the existing Rules Committee was still in effect and the vote should proceed.

Exactly what is your question?   I don't see where the new chair actually submitted it to the rules committee as the bylaws require.  It seems he "approved" them on his own.   Did he have the board or rules committee review the proposed amendments?  Or did he do it himself?    I do agree, however, that unless he appointed a new rules committee, the rules committee that was in existence when he became chair continued to exist as then constituted.

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The question is does the Interim Chair have the authority to change procedure he followed on a March by law change simply because he is in opposition to the two proposed additions? He did not appoint a "rules committee" and allowed the by law in March to be approved by the committee. Now, he wants to use the outdated by law that says the proposal should come from the "rules committee" and the Board is not aware of him appointing one. An additional element is that our by laws need updating to be in agreement with the State committee by laws. Proper notice of ten days notification according to the State by laws was given to the entire voting membership.

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Guest Who's Coming to Dinner

As a standing committee, your rules subcommittee serves for the same term as the chair. The fact that you had a vacancy and elected a new chair does not change the term of office. The rules subcommittee continues as appointed by the previous chair until replaced by the current chair.

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10 minutes ago, Guest Sylvia said:

The question is does the Interim Chair have the authority to change procedure he followed on a March by law change simply because he is in opposition to the two proposed additions?

Yes. If the procedure he used in March was wrong, he can and should change it. Just because you violated the bylaws once doesn’t make the rule obsolete.

If your President is enforcing the rules selectively, perhaps you need a new President, but your organization is still required to follow its rules.

11 minutes ago, Guest Sylvia said:

He did not appoint a "rules committee" and allowed the by law in March to be approved by the committee.

Am I corrected understanding that the current rules committee also did not review the amendments?

14 minutes ago, Guest Sylvia said:

The question is does the Interim Chair have the authority to change procedure he followed on a March by law change simply because he is in opposition to the two proposed additions? He did not appoint a "rules committee" and allowed the by law in March to be approved by the committee. Now, he wants to use the outdated by law that says the proposal should come from the "rules committee" and the Board is not aware of him appointing one. An additional element is that our by laws need updating to be in agreement with the State committee by laws. Proper notice of ten days notification according to the State by laws was given to the entire voting membership.

As I understand the facts, your bylaws require these amendments to be submitted to the rules committee. You must follow your bylaws.

The existing rules committee could, however, review these changes (until they are replaced).

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