How to fold a one-topic meeting into a general meeting

[Guest Lisa Ochoa]

I am the new president of my organization, and I am still navigating my way through Robert's Rules. This organization has 34 Board members in two countries, and as a result all Board business and meetings are conducted in an email group, which I know is not the best process but it is the only way we can get a quorum and also the only workable way for all Board members to participate in meetings.

We have been working on a VERY complicated one-topic meeting for the past three months. In the end, we are all agreed that the situation can only be resolved by submission of a medical test (long story that I am not going to get into here) and it will be several weeks before the final results are returned. In the meantime, I need to start our annual general meeting, and I need to do it soon so we can get our regular business transacted in something resembling a timely fashion.

I would like to end this meeting and add the topic to the general meeting agenda, but I am not sure that's legal. If it is legal, then I need to know the language I should use to do it. I've been looking at the rules for a couple of days and I am just not finding the instructions for how to do this.

Any light that anyone can shed on this enduring mystery will be most gratefully accepted.

Thanks very much.

[Hieu H. Huynh]

Do your bylaws authorize meeting by email group?

[Guest Lisa Ochoa]

8 hours ago, Hieu H. Huynh said:

Do your bylaws authorize meeting by email group?

Yes. This rule change was proposed and adopted over ten years ago for the reasons named in my original message.

[George Mervosh]

I think the footnote on p. 1 seems quite applicable based on your second sentence in post #1, therefore finding an answer in the book is very unlikely.

"*A group that attempts to conduct the deliberative process in writing—such as by postal mail, electronic mail (e-mail), or facsimile transmission (fax)—does not constitute a deliberative assembly. When making decisions by such means, many situations unprecedented in parliamentary law will arise, and many of its rules and customs will not be applicable (see also pp. 97–99). "

[Lisa Ochoa]

8 minutes ago, George Mervosh said:

I think the footnote on p. 1 seems quite applicable based on your second sentence in post #1, therefore finding an answer in the book is very unlikely.

"*A group that attempts to conduct the deliberative process in writing—such as by postal mail, electronic mail (e-mail), or facsimile transmission (fax)—does not constitute a deliberative assembly. When making decisions by such means, many situations unprecedented in parliamentary law will arise, and many of its rules and customs will not be applicable (see also pp. 97–99). "

I am confused.

Are you stating that there is no way for me to resolve my dilemma via Robert's Rules?

Thanks.

[Gary Novosielski]

Presuming the e-mail meeting is allowed, I see no reason why the question could not be postponed until the regular annual meeting, using the motion to Postpone to a Certain Time, as long as there are no other regular meetings scheduled before the regular annual meeting.  Apparently, this will occur within a quarterly interval.

[Lisa Ochoa]

1 minute ago, Gary Novosielski said:

Presuming the e-mail meeting is allowed, I see no reason why the question could not be postponed until the regular annual meeting, using the motion to Postpone to a Certain Time, as long as there are no other regular meetings scheduled before the regular annual meeting.  Apparently, this will occur within a quarterly interval.

THANK YOU. That is exactly what I needed to know!

[Joshua Katz]

15 minutes ago, Gary Novosielski said:

Presuming the e-mail meeting is allowed, I see no reason why the question could not be postponed until the regular annual meeting, using the motion to Postpone to a Certain Time, as long as there are no other regular meetings scheduled before the regular annual meeting.  Apparently, this will occur within a quarterly interval.

I agree that this is probably the right way to handle it, so my question is for my own education: considering that the motion here was made more than 3 months ago, but has not been disposed of, it's not entirely clear to me when the "quarterly time period" is supposed to begin. If it begins from the time the motion to postpone is made, so be it. But why doesn't it begin from the time the pending motion is made? Obviously, we don't deal with this most of the time because it's just a few minutes between the making of the motion (or bringing again before the assembly, etc.) and the motion to postpone. As we see more of these sorts of electronic meetings, though, longer time frames are involved.

(For what it's worth, I'm frustrated that those sorts of meetings are becoming more prevalent. I think they should have become more prevalent in the past, and should now be declining, as technology has advanced even further and now allows for videoconferencing and the like, although technology cannot overcome the problem of time zones.)

[Richard Brown]

11 hours ago, Hieu H. Huynh said:

Do your bylaws authorize meeting by email group?

 

2 hours ago, Guest Lisa Ochoa said:

Yes. This rule change was proposed and adopted over ten years ago for the reasons named in my original message.

Guest Lisa, do your bylaws actually authorize email meetings or only voting on motions by email?  It might help us if you would quote exactly what your bylaws say about email meetings. Please quote exactly, don't paraphrase.

[Lisa Ochoa]

1 minute ago, Richard Brown said:

 

Guest Lisa, do your bylaws actually authorize email meetings or only voting on motions by email?  It might help us if you would quote exactly what your bylaws say about email meetings. Please quote exactly, don't paraphrase.

SECTION 2. Meetinqs. Due to the non-profit nature of the CWA and lack of compensation of its Officers and Board
of Directors, and the distances between members, live meetings will be kept to a minimum and called at the
discretion of the President or majority of the Board of Directors. Meetings for the purpose of voting on pending
matters may be held electronically, via email or in a chat room set up for the purpose, at the discretion of the
President.
(a) Meetinq Notices. In the event a meeting of the Board of Directors is called, the President will notify
each Director by land mail, electronic mail, or phone at least ten (10) days prior to said meeting.
(b) Special Meetinqs. Special meetings may be called by a majority of the Board of Directors. Such
meetings may be held electronically, either via email or in a chat room set up for the purpose.
(c) Conduct of Meetinqs. The President, Vice-President or designated officer shall preside over meetings
which shall be governed by Robert's Rules of Order. The President, Vice President, or a designated
officer shall preside over electronic meetings, which shall be governed by Robert’s Rules of Order to
the extent possible.

This bylaw change was made effective January 1, 2005.

As I said earlier, I recognize the limitations of email meetings, but in this instance they are the most effective way for us to get things done. This is an enormous Board, spread across four time zones and two countries. Many of the Board members lack the technical skills to navigate such niceties as chat rooms or videoconferencing (some of them struggle with email), which is why email is the chosen medium. It is relatively simple for even the technical Lowest Common Denominator to access.

[Richard Brown]

48 minutes ago, Lisa Ochoa said:

The President, Vice President, or a designated
officer shall preside over electronic meetings, which shall be governed by Robert’s Rules of Order to
the extent possible.

Lisa, has your organization adopted any rules or procedures as to how these "email meetings"  shall be conducted?   A supplement to RONR containing suggested rules for electronic meetings by the RONR authorship team is available on the CD-ROM version of RONR, but neither it nor RONR itself contain any rules or suggested rules for conducting a meeting via email.  When the authorship team refers to electronic meetings, it is referring to four specific types of electronic meetings by telephone or videophone conference in which there is simultaneous aural communication and all of the participants can at least hear each other simultaneously.  RONR does not even consider it to be a meeting if the participants cannot at least hear each other simultaneously. 

E-mail voting is one thing.  It can actually be rather similar to voting by mail which many statewide and nationwide organizations do for such things as election of officers and bylaw amendments.    Conducting a meeting by email is something quite different.  There are simply no rules in RONR to help you in that regard because RONR does not consider such "meetings" to be actual meetings.  An organization which tries to conduct business (meetings) in that manner must come up with its own rules and procedures.

Since the bylaw amendment which authorizes email meetings was adopted over 13 years ago, it is apparently working for your organization.  Do you have any written rules or procedures at all for conducting such meetings?  If not, have certain customs regarding the conduct of said meetings come to be followed?  I'm really curious as to how your organization conducts these meetings and how you handle parliamentary issues such as making motions, amending motions, moving the previous question, postponements, points of order, etc.  Other questions are, how  long does debate last before a vote is taken?  What is the procedure for ending discussion and voting?   How is it determined how long voting will last?   The list of questions is almost endless!

Edited to add:  The following provision on page 98 of the 11th edition might help explain why RONR has no rules for conducting a "meeting" by email:   "It is important to understand that, regardless of the technology used, the opportunity for simultaneous aural communication is essential to the deliberative character of the meeting. Therefore, a group that attempts to conduct the deliberative process in writing (such as by postal mail, e-mail, "chat rooms," or fax)—which is not recommended—does not constitute a deliberative assembly. Any such effort may achieve a consultative character, but it is foreign to the deliberative process as understood under parliamentary law."

Edited May 23, 2018 at 04:47 PM by Richard Brown
Added last paragraph

[Lisa Ochoa]

5 minutes ago, Richard Brown said:

Lisa, has your organization adopted any rules or procedures as to how these "email meetings"  shall be conducted?  

No, and it is interesting that you ask this question because it is the issue that is No. 2 on my agenda (No. 1 is an extremely specialized and technical issue that has been hanging over us for several years that needs to be dealt with ASAP), and a major reason I accepted the nomination to President.

This organization's bylaws were written 30 years ago, back when there were four member clubs. Each club is required to appoint two people to the Board, so the Board was initially made up of eight members. We now have 17 clubs, and applications for two more are pending. Clearly, the processes which worked well for eight people, who all lived fairly close together, are not nearly so effective for the size and dispersal of the group that now exists.

We follow Robert's to a fairly slavish extent, which has resulted in some extremely cumbersome discussions and fairly lengthy delays in processing votes, due to the nature of email and the fact that everything takes a lot longer. I want to find ways to streamline the process and help us transact our business more efficiently, while still keeping to a professional standard of order. Of course, any new process is going to require a bylaws change so I want to get it right the first time. I will certainly be ordering the CD-ROM forthwith. Thank you for mentioning that, I had no idea such a thing existed.

[Josh Martin]

4 hours ago, Gary Novosielski said:

Presuming the e-mail meeting is allowed, I see no reason why the question could not be postponed until the regular annual meeting, using the motion to Postpone to a Certain Time, as long as there are no other regular meetings scheduled before the regular annual meeting.  Apparently, this will occur within a quarterly interval.

But Mr. Novosielski, when “meetings” are held by e-mail, when does the meeting begin or end? What does a “quarterly time interval” mean in this instance?

Additionally, it would presumably also be necessary to follow this with a motion to adjourn the current meeting.

3 hours ago, Joshua Katz said:

I agree that this is probably the right way to handle it, so my question is for my own education: considering that the motion here was made more than 3 months ago, but has not been disposed of, it's not entirely clear to me when the "quarterly time period" is supposed to begin. If it begins from the time the motion to postpone is made, so be it. But why doesn't it begin from the time the pending motion is made? Obviously, we don't deal with this most of the time because it's just a few minutes between the making of the motion (or bringing again before the assembly, etc.) and the motion to postpone. As we see more of these sorts of electronic meetings, though, longer time frames are involved.

Well, the quarterly time interval is based on the time between the meeting when the motion to postpone is made and when the next regular meeting is. It is not based on when the motion to be postponed was originally made, since the motion may have already been delayed past the original meeting by one means or another.

The question, in this instance, is when exactly does the meeting occur? It sounds like the meeting itself has occurred over the course of three months, which is not generally a situation which would occur in an ordinary meeting. (It is conceivable, although still uncommon except in legislative assemblies, that a session could last for three months or more, but individual meetings are generally held within the span of a single day - or at most, two.)

2 hours ago, Lisa Ochoa said:

As I said earlier, I recognize the limitations of email meetings, but in this instance they are the most effective way for us to get things done. This is an enormous Board, spread across four time zones and two countries. Many of the Board members lack the technical skills to navigate such niceties as chat rooms or videoconferencing (some of them struggle with email), which is why email is the chosen medium. It is relatively simple for even the technical Lowest Common Denominator to access.

The authors of RONR have defined a deliberative assembly as a meeting where members meet in a single room or area or which meets under equivalent conditions involving, at a minimum, simultaneous aural communication. Since e-mail communication is neither aural nor simultaneous, this is not at all a deliberative assembly as the term is used in RONR. In my view, the mere note in your bylaws that RONR shall be used “to the extent possible” vastly understates the problems which will arise in meetings such as this one. As previously noted, meeting in this manner means that “many situations unprecedented in parliamentary law will arise, and many of its rules and customs will not be applicable.” (RONR, 11th ed., pg. 1, footnote) As a result, such a group will likely need to adopt extensive special rules of order to facilitate the conduct of business. In my view, the situation you are facing is one of the situations that footnote is referring to.

So Mr. Novosielski’s response is correct with respect to RONR, but based on the cited footnote, the answer may or may not be applicable for your organization.

Edited May 23, 2018 at 06:48 PM by Josh Martin

[Joshua Katz]

7 minutes ago, Josh Martin said:

 Well, the quarterly time interval is based on the time between the meeting when the motion to postpone is made and when the next regular meeting is. It is not based on when the motion to be postponed was originally made, since the motion may have already been delayed past the original meeting by one means or another.

 

I have typically operated on the assumption, unless told otherwise in a given circumstance, that each email vote is its own session.

[Josh Martin]

Just now, Joshua Katz said:

I have typically operated on the assumption, unless told otherwise in a given circumstance, that each email vote is its own session.

That is certainly one possible interpretation, but it appears that the organization has traditionally held a different interpretation (the OP has described this as a “one-topic meeting for the last three months”), and there is certainly no definitive answer to this question in parliamentary law.

I understand better now why you asked the question as you did. Certainly, interpreting each e-mail vote as a separate session seems to further complicate the issue as to when the clock starts for the quarterly interval.

[Guest Zev]

5 hours ago, Richard Brown said:

... An organization which tries to conduct business (meetings) in that manner must come up with its own rules and procedures....

I just had to chuckle at this because it reminded me of the Introduction to our beloved book that describes the confusion in the 1800s with all sorts of organizations with different rules, which became the very reason why Henry Robert put himself to the task he did. Perhaps there is some enterprising young major with the Army Corps of Engineers somewhere that is thinking about this very problem. And may God bless him whoever he is.

[Guest Student]

7 hours ago, Lisa Ochoa said:

We follow Robert's to a fairly slavish extent, which has resulted in some extremely cumbersome discussions and fairly lengthy delays in processing votes, due to the nature of email and the fact that everything takes a lot longer. I want to find ways to streamline the process and help us transact our business more efficiently, while still keeping to a professional standard of order. Of course, any new process is going to require a bylaws change so I want to get it right the first time. I will certainly be ordering the CD-ROM forthwith. Thank you for mentioning that, I had no idea such a thing existed.

The CD-ROM may or may not be helpful as the rules for conducting electronic meetings presume that everyone is participating at the same time ("Synchronous"). Your e-mail meetings are not synchronous. 

You may not need to amend the bylaws to make your e-mail meetings run more smoothly / efficiently. You need to create and adopt special rules of order for your e-mail meetings. Some aspects of synchronous meetings will be easily handled the same way in an e-mail meeting but many would benefit from being adapted for your situation.

[Gary Novosielski]

On 5/23/2018 at 2:47 PM, Josh Martin said:

But Mr. Novosielski, when “meetings” are held by e-mail, when does the meeting begin or end? What does a “quarterly time interval” mean in this instance?

Additionally, it would presumably also be necessary to follow this with a motion to adjourn the current meeting.

 

Not my problem. I was just trying to give the OP the name of the motion to use.  I'm as opposed to e-mail meetings as anyone for all the reasons you and others have stated, plus first-hand experience in a group that tried to use them.  They're as bad as everyone says.  But the OP didn't ask if they were a good idea, and his bylaws apparently permit them, so RONR has no objection.

Anyway, what I presume will happen is that the OP will check out the section on Postpone Definitely, see if and how much of it he can apply to his situation, and proceed accordingly.  He apparently believes that this was exactly what he was looking for, and although I may be less optimistic,  I hope he's right and wish him well.