President Creating New Board Position via draft of Standing Rules

[Guest KingK]

Can a PTA president create new executive board positions by creating a standing rules document, listing the positions?

The new PTA president plans to present at her first meeting of the executive board a first-time draft of standing rules that she created that includes new board postions.

The draft of standing rules includes a new executive board position for an “appointed Assistant Treasurer.” The duties are listed as identical to the elected treasurer. The same paragraph adds the option of having co-presidents, also.

The bylaws do not list “assistant treasurer” or “co-presidents” nor does it address creating new exec board positions.

Please advise me as to how to address this matter respectfully and in order.

GHS PTSA Bylaws updated 1.19.16.pdf

PTSA standing rules.draft.pdf

 

[Hieu H. Huynh]

13 minutes ago, Guest KingK said:

Can a PTA president create new executive board positions by creating a standing rules document, listing the positions?

No.

[Guest Who's Coming to Dinner]

The provision for officers in your bylaws precludes the creation of any new offices without amending the bylaws. If your president moves to adopt her so-called standing rules, you may raise a point of order.

[Guest Zev]

Would not the answer be no, unless the bylaws authorize the president to create such positions, or words to that effect?

[Guest KingK]

14 minutes ago, Hieu H. Huynh said:

No.

Thank you for responding. 

[KingK]

13 minutes ago, Guest Zev said:

Would not the answer be no, unless the bylaws authorize the president to create such positions, or words to that effect?

Exactly & I have said, “no” but she still intends to present the draft of standing rules at our first meeting. 

I want to be sure my point of order is clear as to WHY I have said, “no” since she insists on proceeding.

[Hieu H. Huynh]

The president has such authority only insofar as the bylaws provide it (RONR 11th ed., p. 456, ll. 27-28).

[KingK]

18 minutes ago, Guest Who's Coming to Dinner said:

The provision for officers in your bylaws precludes the creation of any new offices without amending the bylaws. If your president moves to adopt her so-called standing rules, you may raise a point of order.

Thank you for responding. I would say, “Madame President: Point of Order. The provision for officers in our bylaws precludes the creation of any new offices without amending the bylaws.”  Is that the complete verbiage?

[KingK]

6 minutes ago, Hieu H. Huynh said:

The president has such authority only insofar as the bylaws provide it (RONR 11th ed., p. 456, ll. 27-28).

Thank you so much! This reference is most helpful! I wanted something formal  to print and present because she has demonstrated rogue leadership so far.

 

 

[Hieu H. Huynh]

Perhaps you can get a new president (see FAQ #20).

[KingK]

19 hours ago, Hieu H. Huynh said:

Perhaps you can get a new president (see FAQ #20).

Hieu, 

I am inclined to agree. This attempt is one of many power grabs, unfortunately. 

Edited August 25, 2018 at 11:25 PM by KingK
(*inserted: “attempt is”)

[Guest Zev]

If the president is reading the bylaws and does not seem to understand it, make sure you do not make the same mistake. Read everything carefully just in case there is some strange wording that does in fact give the president the power to create ad hoc committees or officers. Nevertheless, the wording you provided for your Point Of Order is just fine and you should not be embarrassed if the ruling goes against you, although it might throw you off your stride for a second. Good luck.

[Joshua Katz]

I think there are two issues here, unless I misread the original post. The second - standing rules cannot create officers - has been addressed. It is also the case that the President cannot (unless the rules say otherwise) create standing rules.

[Atul Kapur]

You may want to expand on your point just a bit. A common reply is "Well, the bylaws don't say I can't do that!"

But RONR does say, under principles of interpretation of bylaws, that if the bylaws give a list (such as the list of officers), then they are at the same time prohibiting any others. In other words, the list is exhaustive. 

I don' have the book with me to give the reference, but you should have this ready because it is such a common reply (in my experience).

[Richard Brown]

11 hours ago, KingK said:

Thank you for responding. I would say, “Madame President: Point of Order. The provision for officers in our bylaws precludes the creation of any new offices without amending the bylaws.”  Is that the complete verbiage?

 

23 minutes ago, Atul Kapur said:

You may want to expand on your point just a bit. A common reply is "Well, the bylaws don't say I can't do that!"

But RONR does say, under principles of interpretation of bylaws, that if the bylaws give a list (such as the list of officers), then they are at the same time prohibiting any others. In other words, the list is exhaustive. 

I don' have the book with me to give the reference, but you should have this ready because it is such a common reply (in my experience).

Agreeing with the response above by Dr. Kapul, I believe this provision from "Principles of Interpretation of Bylaws" starting on page 588 of RONR is what he was referring to.  This particular provision is # 4 and on pages 589-590. Note particularly the last sentence:

If the bylaws authorize certain things specifically, other things of the same class are thereby prohibited. There is a presumption that nothing has been placed in the bylaws [page 590] without some reason for it. There can be no valid reason for authorizing certain things to be done that can clearly be done without the authorization of the bylaws, unless the intent is to specify the things of the same class that may be done, all others being prohibited. Thus, where Article IV, Section I of the Sample Bylaws (p. 585) lists certain officers, the election of other officers not named, such as a sergeant-at-arms, is prohibited. "

 

[KingK]

12 hours ago, Guest Zev said:

If the president is reading the bylaws and does not seem to understand it, make sure you do not make the same mistake. Read everything carefully just in case there is some strange wording that does in fact give the president the power to create ad hoc committees or officers. Nevertheless, the wording you provided for your Point Of Order is just fine and you should not be embarrassed if the ruling goes against you, although it might throw you off your stride for a second. Good luck.

Duly noted. Thank you for your input!

[KingK]

11 hours ago, Joshua Katz said:

I think there are two issues here, unless I misread the original post. The second - standing rules cannot create officers - has been addressed. It is also the case that the President cannot (unless the rules say otherwise) create standing rules.

Thank you for your input. I wanted to address the “creation” issue as well.

1. In what ways can standing rules be created?

2. How are standing rules adopted?

Edited August 25, 2018 at 11:33 PM by KingK
deleted “second” and inserted “creation”

[KingK]

7 hours ago, Richard Brown said:

 

Agreeing with the response above by Dr. Kapul, I believe this provision from "Principles of Interpretation of Bylaws" starting on page 588 of RONR is what he was referring to.  This particular provision is # 4 and on pages 589-590. Note particularly the last sentence:

If the bylaws authorize certain things specifically, other things of the same class are thereby prohibited. There is a presumption that nothing has been placed in the bylaws [page 590] without some reason for it. There can be no valid reason for authorizing certain things to be done that can clearly be done without the authorization of the bylaws, unless the intent is to specify the things of the same class that may be done, all others being prohibited. Thus, where Article IV, Section I of the Sample Bylaws (p. 585) lists certain officers, the election of other officers not named, such as a sergeant-at-arms, is prohibited. "

 

Drs Kapul and Brown:

This reference is exactly the one I needed and makes for a much stronger Point of Order to raise as I anticipate the response, “...the bylaws don’t say I cannot...”

Please note, the president wants to ‘appoint’ an assistant treasurer to the executive committee.

[Josh Martin]

26 minutes ago, KingK said:

Thank you for your input. I wanted to address the “creation” issue as well.

1. In what ways can standing rules be created?

2. How are standing rules adopted?

Standing rules would be created or adopted by the membership. Adopting a standing rule is the same as adopting any other motion - there are no special requirements. Standing rules relate to non-parliamentary matters and may not conflict with any higher-level rules, such as the bylaws. Depending on the authority granted to your board in your bylaws, it is possible that your board may also adopt standing rules. The President, however, does not have that authority unless your bylaws so provide (and it would be unusual for the bylaws to grant a single person the authority to adopt rules).

17 minutes ago, KingK said:

Drs Kapul and Brown:

This reference is exactly the one I needed and makes for a much stronger Point of Order to raise as I anticipate the response, “...the bylaws don’t say I cannot...”

Please note, the president wants to ‘appoint’ an assistant treasurer to the executive committee.

Yes, and has been noted for the reasons above, the President may not do this. If the membership of the Executive Committee is defined in your bylaws, additional positions may only be added to it by amending the bylaws (and actually, maybe not even then - see below).

I am recalling now from previous threads (like this one) that the state and national level PTAs tend to exert some pretty draconian controls over the rules that their constituent units may adopt, so you might also want to see what their rules say on this subject (the President’s proposals may well conflict with those rules as well). You could also consult with them - they might be interested in the President’s shenanigans.

[KingK]

13 minutes ago, Josh Martin said:

 I am recalling now from previous threads (like this one) that the state and national level PTAs tend to exert some pretty draconian controls over the rules that their constituent units may adopt, so you might also want to see what their rules say on this subject (the President’s proposals may well conflict with those rules as well). You could also consult with them - they might be interested in the President’s shenanigans.

I appreciate your thorough interpretation. You are spot-on in regard to the “shenanigans” in progress. Thank you for the advice. 

[Gary Novosielski]

And on the issue of co-anythings, RONR prohibits that as well, unless the bylaws provide for it.

And I think it's safe to say that among the regulars here, there is near if not total unanimity that this is a very bad idea.

[KingK]

On 8/27/2018 at 11:40 AM, Gary Novosielski said:

And on the issue of co-anythings, RONR prohibits that as well, unless the bylaws provide for it.

And I think it's safe to say that among the regulars here, there is near if not total unanimity that this is a very bad idea.

Thank you, Gary. The unanimity was astounding—to me. 

I raised a Point of Order in the subsequent meeting to “adopt” said rules. I stood alone, figuratively and literally, but I presented the rationale along with clear evidence, using the bylaws and RONR 11th ed, and the group *still* argued I had no basis. However, my motion tabled the adoption, and also, I recommended the formation of a bylaws committee to review the suspicious document.

I’ve been asked by the president to explain to her why I “believe” her standing rules conflict with the bylaws. *sigh*

[KingK]

UPDATE: The executive board met. I raised a Point of Order when the president asked for debate of the motion to adopt the “standing rules” documents. The room erupted.

I presented the rationale along with clear evidence, using the bylaws and RONR 11th ed, and the group *still* argued I had no basis. However, my motion tabled the adoption, and I recommended the formation of a bylaws committee to review the suspicious document.

Following the meeting, I’ve been asked by the president to explain to her why I “believe” her standing rules conflict with the bylaws. *sigh*

[Joshua Katz]

9 minutes ago, KingK said:

Following the meeting, I’ve been asked by the president to explain to her why I “believe” her standing rules conflict with the bylaws. *sigh*

None of this procedure is proper. You raised a point of order. It should have been ruled on (probably not well taken) and you could have appealed. That would be when you explain why you believe the proposal violates the bylaws, not after the meeting.

[KingK]

2 hours ago, Joshua Katz said:

None of this procedure is proper. You raised a point of order. It should have been ruled on (probably not well taken) and you could have appealed. That would be when you explain why you believe the proposal violates the bylaws, not after the meeting.

I explained and quoted the bylaws during the meeting. Other board members asked clarifying questions. I addressed them all, point-by-point.

Hours later, I received an email request from the president (cc: entire exec committee), requesting I share (again) with her each conflict.

They are numerous. It is clear to me that she does not understand what standing rules are/can be. FYI...her “standing rules” and the bylaws are linked above in my original post.