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Field of dreams

Question re advance notice for amendments of bylaws

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Our organization is in the process of amending bylaws.  The committee charged with doing so went past its charge, and created a completely new set of bylaws (a revision).  I, as parliamentarian, have the following questions:

1.  During the initial meeting when the new bylaws document is introduced, is it open to primary and secondary amendments (to be moved/seconded, but not voted upon until the next meeting)?  It seems to me that if advance notice is to be comprehensive, such would need to be the case.  I understand that amendments can't go beyond the scope of the new bylaws/revision.  The option to consider such amendments seems to be present in the following statement:  "When notice of a bylaw amendment is given in open meeting, it cannot be considered at that time, except to be discussed informally and briefly at the discretion of the presiding officer” (p. 596, lines 31-35). 

2.  Within Section 57, revisions are said to be treated as new, and not compared with the original bylaws.  

 "Notice of such a revision is notice that a new document will be submitted that will be open to amendment as fully as if the society were adopting bylaws for the first time.  In other words, in the case of a revision, the assembly is not confined to consideration only of the points of change included in the proposed revision as submitted by the committee that has drafted it.  The revision can be perfected by first-degree and second-degree amendments, but as in the case of any other bylaw amendment, the old document is not pending; and therefore, while the revision can be rejected altogether, leaving the old bylaws intact, the old document cannot be altered with a view to retaining it in a changed form.” (p. 593, lines 16-31).

This seems to contradict the following:  A revision of bylaws or a lengthy amendment involving more than one section should be considered seriatim" (page 593, lines 33-35, emphasis added).  

I created the attached file, which I think is inclusive of relevant text, but if I am missing something, I would appreciate a correction.

Thank you very much for your assistance.

Relevant Robert’s Rules.docx

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1 hour ago, Field of dreams said:

Our organization is in the process of amending bylaws.  The committee charged with doing so went past its charge, and created a completely new set of bylaws (a revision).

First, you have to be clear on whether you will be considering separate amendments to the bylaws or a revision.

1 hour ago, Field of dreams said:

1.  During the initial meeting when the new bylaws document is introduced, is it open to primary and secondary amendments (to be moved/seconded, but not voted upon until the next meeting)?  

Why are you saying "initial meeting"? Does the organization have a rule that requires multiple meetings for the consideration of a bylaw amendment? Yes the bylaw amendment, which is a particular case of a motion to Amend Something Previously Adopted, is amendable by primary and secondary amendment. Just like any other examples of the subsidiary motion to amendment, these amendments do not require an additional meeting for their consideration and can be adopted in the same meeting at which they are made.

1 hour ago, Field of dreams said:

It seems to me that if advance notice is to be comprehensive, such would need to be the case.

Such is not the case. Notice (or Previous Notice) is not needed for the subsidiary motion to amend. The only question is whether the proposed amendment would amend the main motion outside the scope of notice . . . if there is a scope.

1 hour ago, Field of dreams said:

I understand that amendments can't go beyond the scope of the new bylaws/revision.

There is no scope of notice for a bylaw revision. 

 

1 hour ago, Field of dreams said:

The option to consider such amendments seems to be present in the following statement:  "When notice of a bylaw amendment is given in open meeting, it cannot be considered at that time, except to be discussed informally and briefly at the discretion of the presiding officer” (p. 596, lines 31-35). 

The text you quoted is not referring to the subsidiary motion to amend. It's referring to a bylaw amendment, which is an incidental main motion to Amend Something Previously Adopted.

1 hour ago, Field of dreams said:

Within Section 57, revisions are said to be treated as new, and not compared with the original bylaws

Oh, they're definitely to be compared with the current bylaws. That's the whole point. But the current bylaws cannot be perfected through separate amendment while the revision is being considered, which would be the case if it were the subsidiary motion to substitute instead of a motion to Amend Something Previously Adopted.  

 

1 hour ago, Field of dreams said:

This seems to contradict the following:  A revision of bylaws or a lengthy amendment involving more than one section should be considered seriatim" (page 593, lines 33-35, emphasis added).  

Where do you perceive a conflict? The lengthy document proposing to replace all or part of the bylaws is considered at first in its various parts instead of as a whole. 

Edited by Tim Wynn

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Tim, thank you for your reply.  I will try to be clearer.

1.  Yes, I realize that we must choose between treating what we received as either a revision or as bylaws amendments.  I believe the document we received was, in fact, a revision, even though that was not what was requested.  Is there a way, given that, to officially highlight what has changed (even though the revision is to been on its own merit, as a new document)?

2.  I used the phrase "initial meeting" because our current (and the revision) bylaws require presentation/no action at the first meeting, and action at the second meeting.  This is the actual wording:  "Proposed changes [to the bylaws] shall be submitted to the Executive Committee not later than one month in advance of any regular meeting of the Senate. Amendments so submitted shall be introduced at one meeting of the Senate and voted on at the following Senate meeting."  I think that part of the problem I am having is to  determine if "Amendments" restricts action of the main motion/amendments to the bylaws, or if it also includes all primary and secondary amendments to the proposed bylaws changes.  To date, we have (at the first meeting) limited our actions to the second meeting (including all primary and secondary amendments).  From what you wrote above, there is no "scope of notice" so we can, at the second meeting, make amendments to the revision at the second meeting, and continue to do what we have been doing.  Correct?

3  My attached document was just designed to comprehensively illustrate relevant text.  I wanted to know if I had left anything out.

Again, thank you.

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I agree with Mr. Wynn that it is first necessary to obtain all relevant details concerning exactly what it was that this committee was charged with doing, in view of the fact that it has been stated that the committee "went past its charge, and created a completely new set of bylaws (a revision)."

This thread may be of interest in this connection.

 

 

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1 hour ago, Field of dreams said:

Tim, thank you for your reply.  I will try to be clearer.

1.  Yes, I realize that we must choose between treating what we received as either a revision or as bylaws amendments.  I believe the document we received was, in fact, a revision, even though that was not what was requested.  Is there a way, given that, to officially highlight what has changed (even though the revision is to been on its own merit, as a new document)?

2.  I used the phrase "initial meeting" because our current (and the revision) bylaws require presentation/no action at the first meeting, and action at the second meeting.  This is the actual wording:  "Proposed changes [to the bylaws] shall be submitted to the Executive Committee not later than one month in advance of any regular meeting of the Senate. Amendments so submitted shall be introduced at one meeting of the Senate and voted on at the following Senate meeting."  I think that part of the problem I am having is to  determine if "Amendments" restricts action of the main motion/amendments to the bylaws, or if it also includes all primary and secondary amendments to the proposed bylaws changes.  To date, we have (at the first meeting) limited our actions to the second meeting (including all primary and secondary amendments).  From what you wrote above, there is no "scope of notice" so we can, at the second meeting, make amendments to the revision at the second meeting, and continue to do what we have been doing.  Correct?

3  My attached document was just designed to comprehensively illustrate relevant text.  I wanted to know if I had left anything out.

Again, thank you.

1. From your description, the proposed amendment returned by the committee is in the nature of a revision.  It should be noted that charging a committee to come up with amendments does not restrict them from coming up with a revision, since a revision is a form of amendment, so it is possible that they did not exceed their charge, depending on exactly what it was.  For a revision I'm not sure whether highlighting the differences, while always possible, is advisable or not.  I think it would depend upon the extent of the revision.  If it is determined that the proposal is actually a series of individual specific amendments, disregard this reply.

2.  The phrase "Amendments so submitted" clearly refers to the bylaws change proposal referred to the the preceding sentence, and not to any primary or secondary amendments to that proposal offered at the meeting.  For a revision, scope of notice considerations do not apply, as the scope is essentially infinite in breadth.

3.  The document seems to me to be excessive.  If this is a revision, all of the information on scope of notice and method of handling specific amendments is superfluous.  If the document is intended to help decide whether this is a revision or not, then there's a lot more there than would be necessary to clearly identify the differences. 

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3 hours ago, Field of dreams said:

 Is there a way, given that, to officially highlight what has changed

Sure. The chair could recognize the reporting member of the committee to explain each section as they are being considered: something akin to Article One is the Name, and nothing was changed there; Article Two is the Object, and only two changes were made, this and that; Article Three is Members, and every word was changed.

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15 hours ago, Tim Wynn said:

Sure. The chair could recognize the reporting member of the committee to explain each section as they are being considered: something akin to Article One is the Name, and nothing was changed there; Article Two is the Object, and only two changes were made, this and that; Article Three is Members, and every word was changed.

*+)

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Thank you all very much.  You have helped me to better understand the process.  I feel ready to advise the Presiding Officer regarding the way to proceed with presentation of the revision at Meeting 1, along with recognizing the bylaws committee chair to provide a highlight of the changes between the original and the revision.  At Meeting 2, we can approach the revision seriatum, allowing for motions to amend (primary and secondary), ultimately voting on whether or not to accept the revision (as amended).  

My concern regarding "advance notice" was addressed both by Tim Wynn ("There is no scope of notice for a bylaw revision.") and Gary Novosielski  ("For a revision, scope of notice considerations do not apply, as the scope is essentially infinite in breadth.").  Gary also helped me clarify the referent to "amendments" within my bylaws document.

I think I am set.  Thanks.

 

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1 hour ago, Field of dreams said:

Thank you all very much.  You have helped me to better understand the process.  I feel ready to advise the Presiding Officer regarding the way to proceed with presentation of the revision at Meeting 1, along with recognizing the bylaws committee chair to provide a highlight of the changes between the original and the revision.  At Meeting 2, we can approach the revision seriatum, allowing for motions to amend (primary and secondary), ultimately voting on whether or not to accept the revision (as amended).  

My concern regarding "advance notice" was addressed both by Tim Wynn ("There is no scope of notice for a bylaw revision.") and Gary Novosielski  ("For a revision, scope of notice considerations do not apply, as the scope is essentially infinite in breadth.").  Gary also helped me clarify the referent to "amendments" within my bylaws document.

I think I am set.  Thanks.

 

But what was it that prompted you to say that this committee "went past its charge, and created a completely new set of bylaws (a revision)"? (Emphasis added.)

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I am checking that out with the Presiding Officer.  However, since Gary N. suggested that it was legitimate for a committee to respond to a charge to amend, and come back with a revision, I thought that it was not a crucial point (to lead to the disregarding of their work).  Do you see it differently?

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28 minutes ago, Daniel H. Honemann said:

But what was it that prompted you to say that this committee "went past its charge, and created a completely new set of bylaws (a revision)"? (Emphasis added.)

 

26 minutes ago, Field of dreams said:

I am checking that out with the Presiding Officer.  However, since Gary N. suggested that it was legitimate for a committee to respond to a charge to amend, and come back with a revision, I thought that it was not a crucial point (to lead to the disregarding of their work).  Do you see it differently?

I think it bears upon the question as to whether or not the proposed revision will be open to amendment going beyond the extent of changes included in the proposed revision.

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