Annual membership meeting questions

[Joe T]

I have a few questions.

First, can a video camera be used at an annual membership meeting if there is no provision or mention either way?  If so, where can I find this in the current edition?

Second,  if there is a hostile board can anyone call a special meeting of members to have the board replaced?  Who chairs this meeting?  Where do I find this?

Thirdly, I know that the board should not run the annual meetings of members but they currently do.  We are told what we can discuss and what gets voted on and also have the blank proxy votes sent to them.  What section talks about their involvement in the annual membership meeting, what they can and cannot do during these meetings, and what members can do if they do not?  This is specifically targeted to the annual meeting.  

Finally, can the validity of changes, adoptions, rules, etc. be questioned or challenged if they are made in this way or do they stand until a 51% vote at a special meeting held for specific items?

[Hieu H. Huynh]

7 minutes ago, Joe T said:

First, can a video camera be used at an annual membership meeting if there is no provision or mention either way?  If so, where can I find this in the current edition?

That is up to the assembly to decide.

[Hieu H. Huynh]

8 minutes ago, Joe T said:

Second,  if there is a hostile board can anyone call a special meeting of members to have the board replaced?  Who chairs this meeting?  Where do I find this?

Special meetings can be called in accordance with provisions in your bylaws for calling special meetings. Whoever usually presides at your meetings would chair special meetings.

[Hieu H. Huynh]

33 minutes ago, Joe T said:

Thirdly, I know that the board should not run the annual meetings of members but they currently do.  We are told what we can discuss and what gets voted on and also have the blank proxy votes sent to them.  What section talks about their involvement in the annual membership meeting, what they can and cannot do during these meetings, and what members can do if they do not?  This is specifically targeted to the annual meeting.  

No section in RONR talks about board involvement in the annual membership meeting. The membership controls its meetings.

Edited June 15, 2018 at 01:25 AM by Hieu H. Huynh
Typo

[Hieu H. Huynh]

20 minutes ago, Joe T said:

Finally, can the validity of changes, adoptions, rules, etc. be questioned or challenged if they are made in this way or do they stand until a 51% vote at a special meeting held for specific items?

Generally, adopted motions could be rescinded.

You could also get new board members (see FAQ #20).

[Josh Martin]

17 hours ago, Joe T said:

First, can a video camera be used at an annual membership meeting if there is no provision or mention either way?  If so, where can I find this in the current edition?

It would be up to the membership to decide.

See RONR, 11th ed., pgs. 265-266, pg. 644.

17 hours ago, Joe T said:

Second,  if there is a hostile board can anyone call a special meeting of members to have the board replaced?  Who chairs this meeting?  Where do I find this?

Your bylaws should specify who may call special meetings. The regular chair would preside, although since it appears that part of what is desired is a motion to remove the regular chair from office, he should relinquish the chair during the consideration of that motion. If he fails to do so, the rules may be suspended to remove him from the chair. The motion may specify who shall serve as Chairman Pro Tempore.

See RONR, 11th ed., pgs. 91-93, pg. 451, 651-653.

Given the subject matter of the meeting, you should also see FAQ #20.

17 hours ago, Joe T said:

Thirdly, I know that the board should not run the annual meetings of members but they currently do.  We are told what we can discuss and what gets voted on and also have the blank proxy votes sent to them.  What section talks about their involvement in the annual membership meeting, what they can and cannot do during these meetings, and what members can do if they do not?  This is specifically targeted to the annual meeting.  

If the “we” who is telling you this is anyone other than the chair, simply ignore them. If the chair attempts to tell you “what to discuss and what gets voted on,” and this is not backed up by any rules on this subject, you should raise a Point of Order and an Appeal if necessary. If the chair persists in abusing his powers, he could be removed for the duration of the meeting. Except to the extent that some of the board members may also serve as officers of the society, the board members have the same powers in membership meetings as other members do.

See RONR, 11th ed., pgs. 3, 247-260, 483, 486-487, 651-653.

As to the questions regarding proxies, see FAQ #10.

17 hours ago, Joe T said:

Finally, can the validity of changes, adoptions, rules, etc. be questioned or challenged if they are made in this way or do they stand until a 51% vote at a special meeting held for specific items?

I am not entirely certain what “made in this way” is referring to. What exactly was done improperly that you feel warrants the “changes, adoptions rules, etc.” being “questioned or challenged?” Generally speaking, the validity of motions may not be challenged after the fact due to a breach of the rules, however, there are some cases in which a violation is so severe that it constitutes a “continuing breach.” Even in such a case, however, the items would be presumed to be valid unless and until they are deemed to be null and void by a ruling of the chair or by any subsequent appeal, which may only occur at a meeting. 

It should also be noted, that if the items are indeed valid, “51%” is not the voting threshold to change them. The general requirement is a majority vote. A majority is more than half, which is not quite the same as 51%. Additionally, the motion to Rescind or to Amend Something Previously Adopted requires a 2/3 vote, a vote of a majority of the entire membership, or a majority vote with previous notice.

Edited June 15, 2018 at 06:38 PM by Josh Martin