Tabled item - expiration date ?

[Lon]

In a meeting 4 years ago I had a list of several items that had gone thru the Board process to get to the Shareholders. 

In the State of Washington 

One of those items was changing Board back to what it had been years before. 

With legal counsel I “ tabled “ that item. 

It has never been revisited in four years. 

There is nothing in policy that says the Tabled item has an expiration  

What is the proper way to bring it up ?

 

[Josh Martin]

12 minutes ago, Lon said:

In a meeting 4 years ago I had a list of several items that had gone thru the Board process to get to the Shareholders. 

In the State of Washington 

One of those items was changing Board back to what it had been years before. 

With legal counsel I “ tabled “ that item. 

It has never been revisited in four years. 

There is nothing in policy that says the Tabled item has an expiration  

What is the proper way to bring it up ?

For starters, the motion to Lay on the Table was probably misused. See FAQ #12 and FAQ #13 for more information.

In any event, the motion expired years ago. A motion which is laid on the table “dies” if it is not taken from the table by the end of the next regular meeting (if it is within a quarterly interval), or by the end of the current meeting (if the next regular meeting is not within a quarterly interval). At this point, the proper way to bring it up is simply to make the motion again.

[Lon]

It wasn’t a motion-

it was an agenda item

[Joshua Katz]

Agreeing with Mr. Martin, that is all according to RONR. It is possible that the Washington corporate code (although I think Washington uses the model code, but I'm not sure) treats these matters differently. For that, you'll need to consult with an attorney, though.

[Joshua Katz]

1 minute ago, Lon said:

It wasn’t a motion-

it was an agenda item

Well, then under RONR, "lay on the table" was certainly misused. However, I am now more suspicious that this is really a legal question, or at least one for a parliamentarian intimately familiar with the governing procedure and this corporations governing documents.

[Lon]

This item met the organizational requirements to be brought forward. 

I chose not to address it at that meeting. 

It was not presented as a motion

so can this item be brought back up

[Guest Who's Coming to Dinner]

Under Robert's Rules, the only way to "bring something up" is to make a motion.

[Joshua Katz]

5 minutes ago, Lon said:

This item met the organizational requirements to be brought forward. 

I chose not to address it at that meeting. 

It was not presented as a motion

so can this item be brought back up

We can't answer that on this message board. The only obstacle to bringing it back up is your corporate laws, which impose limits on what may be presented to the shareholders and impose requirements to get an item on the agenda. All of that is outside the scope of RONR, and therefore of what we can give advice about. You'll need to ask an attorney, or perhaps a parliamentarian who has experience with corporate procedures in your state.

[Lon]

To clarify further

On the agenda -I was the initiator of the agenda item - I chose no to cover it at the time. 

I haven’t found an expiration for items not covered or withdrawn for later discussion. 

As it met the requirements to be brought forward can it still be brought forward now?

I apologize if I have used incorrect terms - that’s one of the reasons I came here  

Yes, it certainly will eventually have a legal impact  

 

[Joshua Katz]

3 minutes ago, Lon said:

 

On the agenda -I was the initiator of the agenda item - I chose no to cover it at the time. 

I haven’t found an expiration for items not covered or withdrawn for later discussion. 

As it met the requirements to be brought forward can it still be brought forward now?

I don't know another way to say this: we can't answer corporate law questions. Whether an item which makes it onto the agenda for a shareholder meeting, going through the process in your corporate code, expires at the end of the meeting when no action is taken, or does not, is a matter of corporate law. RONR has nothing to say about it, because so far as RONR is concerned, there is no such procedure - shareholders would, if there were no corporate code, adopt an agenda at the meeting and include whatever the body wishes on it. Because the entire matter is governed by law, there's nothing we can tell you that is useful. (One thing I think we can say is that the 'originator' of an agenda item has no special powers - i.e. when the item comes up, anyone can make a motion on it, not just the person who got it onto the agenda, although apparently that didn't happen, either.) 

This is a legal question, and thus beyond the scope of this forum.

[Lon]

Thank you for your time and expertise 😎

[Josh Martin]

2 hours ago, Lon said:

To clarify further

On the agenda -I was the initiator of the agenda item - I chose no to cover it at the time. 

I haven’t found an expiration for items not covered or withdrawn for later discussion. 

As it met the requirements to be brought forward can it still be brought forward now?

I apologize if I have used incorrect terms - that’s one of the reasons I came here  

Yes, it certainly will eventually have a legal impact  

Certainly no rule in RONR would prevent bringing this matter up at this time.

2 hours ago, Lon said:

It wasn’t a motion-

it was an agenda item

I don’t think this changes anything. Laying the item on the table was most likely improper. Nonetheless, the item was laid on the table and has long since “died,” and so the proper course of action at this time would be to simply raise the matter again.

There is also the small detail that, except in committees and small boards, the assembly should not be discussing matters without a pending motion, but it seems the assembly may have its own rules on this subject.

Edited September 12, 2018 at 09:58 PM by Josh Martin

[Joshua Katz]

15 minutes ago, Josh Martin said:

I don’t think this changes anything. Laying the item on the table was most likely improper. Nonetheless, the item was laid on the table and has long since “died,” and so the proper course of action at this time would be to simply raise the matter again.

 

Well, sure, but not "simply." Under RONR, it would be simple. Under the corporate code, it is often a byzantine process to get a matter onto the shareholder meeting agenda. Only certain items can before the meeting at all for binding actions, others are precatory in nature, and it is usually a challenge, often involving some satellite litigation, to get anything onto the agenda. I certainly empathize with the desire not to do it again, but I cannot answer whether it must be done again.

[Richard Brown]

Although the last response in this thread is several days old, I am just now catching up on the message board and want to add a comment.

On ‎9‎/‎12‎/‎2018 at 2:18 PM, Lon said:

It wasn’t a motion-

it was an agenda item

 

I would note simply that an "agenda item" is not a motion per RONR.  An agenda is merely a list of items of business to be considered at a meeting and the order in which they will  be taken up.  If the particular item is never presented in the form of a motion, there is nothing to lay on the table or "to table" or to postpone.   If the "agenda item" was skipped over without anyone making the appropriate motion to take it up, it has died and can be brought up again at any future meeting.  "Agenda items" do not carry over from one meeting to the next in RONR.  In fact, for what it's worth, the term "agenda item" does not appear anywhere in RONR.

However, agreeing with the others, even if one takes the position that the motion was laid on the table, it has long since died and can be renewed by making it again.

[Joshua Katz]

2 hours ago, Richard Brown said:

However, agreeing with the others, even if one takes the position that the motion was laid on the table, it has long since died and can be renewed by making it again.

Yes, but in this context that is likely a difficult and expensive process. I understand why the OP wants to know if it remains an "agenda item" in the corporate context.