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Amending Rules and Regulations


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Our organization has a small board of 12. We have a standing committee for Bylaws and Rules and Regulations which I chair. At the last meeting an error in a rule was pointed out but no motion was made to change it as I wanted to research it and then present the needed correction to the Board at it's next meeting. Several days later the President of the Board, who also chairs our meetings, sent the board a new copy of the R&Rs which included the punctuation change mentioned above and added several new items that have been discussed but never presented as motions, as well as "reformatted and changed the layout a bit, removed underlining throughout the text, increased spacing, and tried to make the document overall a bit easier to read." He did this without consulting me as the chair of the committee or the full board. In my opinion the president does not have the authority to take such action. I believe the president should have referred his concerns to the R&R committee chair who would have then researched the items to be changed and then reported the findings to the full Board. Can anyone tell me if RONR allows the President's actions in this case?  

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If I understand your posting correctly, the highest authority in this organization is the board of twelve members and there are probably several committees of which the Bylaws and Rules and Regulations is one.

The presiding officer of a small board is usually the most active member of the board, consequently, there appears to be nothing particularly nefarious the presiding officer submitting his version of bylaw amendments to the board. The bylaws may have something in them that requires bylaw amendments to originate, or be reviewed, by the BRR committee before consideration by the board. If this is the case then the president has bypassed the BRR committee, otherwise he is within his prerogative to submit these changes.

If you feel strongly about this issue, or feel that additional changes are warranted, perhaps you can talk to one of the regular board members and have him move that the suggestion presented by the president be referred to the BRR committee before final action.

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I disagree somewhat with guest Zev. Based on my reading of what transpired, I believe what the president did was inappropriate and that he exceeded his authority. Perhaps it was just a breach of protocol, but I believe it was inappropriate and a usurpation of the authority of the committee which was handling the matter.

I think the best way to resolve it might be to have a private conversation with the president and to ask him to withdraw his proposal and to submit it instead to the committee and await the committee's action. He can explain to the rest of the board that his submission was premature. I would not make a big deal about it, especially not publicly. 

Edited to add: upon rereading the original post, it is not clear whether this matter was actually referred to the bylaws committee for action or even whether there was any discussion about the committee doing it. If that is the case, then I think it probably was appropriate for the president to have submitted the recommendations on his own, but those recommendations should perhaps be referred to the bylaws committee for review before the board takes action on them.

Edited by Richard Brown
Added last paragraph
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I agree with Mr. Brown.  Since the president has no power to change rules, the changes he made to the current rule is only in the nature of a recommendation.  The changes must be moved, seconded, and adopted before they can take effect.  If he does move the rule change, you or another member can move to refer the question to the appropriate committee.

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