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Overturn Board Decision

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I belong to a small nonprofit club. If some members do not agree with a decision made by the board, what is the correct action to take - if any? Am I correctly interpreting Robert's Rules if I tell my fellow discontented members that we need to give a notice to the club that we plan on asking for the decision to be rescinded? I was reading that if notice is not given, then the new motion has to be approved by 2/3 or the majority of the entire membership? If so, how do you know whether the approval has to come from 2/3 or majority?

Or is there no recourse? I looked the bylaws and they state that the Board is given authority to manage the club's affairs and they shall adopt policies as they deem necessary, so I don't think the decision they made was outside their scope of power.

I'm trying to figure out if we have anything we can do to overturn the decision - also how to do it the correct way.

 

 

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Possibly may depend on your bylaws (although the state laws, if applicable, would supersede).  Do your bylaws give exclusive authority to the board?  If not your course of action is entirely correct. 

The 2/3 vote vs. majority of entire membership question is easy:  whichever one is easiest to obtain. 

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I'd be inclined to state this in a different way. For example, if all members are present one might say that it will be "easier" to obtain a majority vote of the entire membership than a two-thirds vote, but, of course, a two-thirds vote, even if not a majority of the entire membership, will suffice.

In other words, I think it's better to say that either one will suffice.

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9 hours ago, Sanders said:

If so, how do you know whether the approval has to come from 2/3 or majority?

If the result of the vote achieves either, the motion is adopted. 

EXAMPLE 1:

100 Members Total 

30 Present in a Meeting

2 Vote in Favor; 1 Votes Against

Two-thirds vote is achieved. Motion is adopted.

EXAMPLE 2:

100 Members Total

90 Present in a Meeting

54 Vote in Favor; 36 Vote Against

Majority of the entire membership is achieved. Motion is adopted.

 

You don't TRY for one threshold over the other, as many people mistakenly assume. In the right circumstance, you may get both, but you only need one. 

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9 hours ago, Sanders said:

Am I correctly interpreting Robert's Rules if I tell my fellow discontented members that we need to give a notice to the club that we plan on asking for the decision to be rescinded?

No, giving notice only reduces the vote requirement. Notice is not necessary for adoption of the motion to Rescind.

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10 hours ago, Sanders said:

. . . I don't think the decision they made was outside their scope of power.

If the board took action without authority, you wouldn't be rescinding that action, you would be raising a point of order that the action is null and void. Rescind  (or Amend Something Previously Adopted) would be the proper motion for countermanding a motion properly adopted by a subordinate board.

Edited by Tim Wynn

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