How to properly bring a motion

[Dfredc]

We have a standing committee that our Bylaws state is to be reorganized every two years with a new call to the membership to vote on a new chair. The bylaws state "any who wish to participate at the organizational meeting". The issue is that the previous chair did not notify all the members of when that meeting was happening. So a new chair was elected with only a fraction of members being notified (I was not one of them). I wish to make a motion to have the committee suspended until a new meeting is called by the chair of the assembly so that he can issue it to every member of the organization.

I was made aware of the issue when the agenda for the upcoming meeting had the "new" chair listed as giving the report for the committee. When I spoke to our chairman about the issue he told me to make the motion, and then when I speak to it give the reason for your motion. However, a trusted friend told me the proper way was to raise a point of order first and then make the motion. She said to say something like, "Point of order, is it true that a proper call to the  [name of the committee] was not made to every member?"  And to wait for the chair to answer and then immediately make the motion. So now, I don't how to bring the motion... help?

 

If you ask me the bylaws were very poorly written regarding standing committees.

[Guest Zev]

At the next assembly meeting make a Point Of Order that the committee election is null and void due to the fact that absentees were not notified of the election. The chairman may issue a favorable ruling in which case no further motion is needed. If he issues an unfavorable ruling then be prepared to raise an Appeal and get a friend to second the motion. A majority is needed to reverse the chair's decision. If the chairman states that the Point Of Order is debatable then be prepared to state the reason why during the debate and point to letter "e" on page 251. Any resulting vote decides the matter and again, no further motion will be needed.

Quote

The only exceptions to the rule that a point of order must be made at the time of the breach arise in connection with breaches that are of a continuing nature, in which case a point of order can be made at any time during the continuance of the breach. Instances of this kind occur when:

...

(e) any action has been taken in violation of a rule protecting absentees, a rule in the bylaws requiring a vote to be taken by ballot, or a rule protecting a basic right of an individual member (pp. 263-64).

RONR, page 251. My emphasis.

[Dfredc]

Thanks. A lot easier than I thought it'd be. 🙂

[Bruce Lages]

Just to be clear, were you a member of this standing committee when the improper notice of a reorganzational meeting was issued?

[Dfredc]

4 hours ago, Bruce Lages said:

Just to be clear, were you a member of this standing committee when the improper notice of a reorganzational meeting was issued?

No, but the board directed the committees to send out a call to all members of the assembly so that each member had an opportunity to participate in the organization meetings. Additionally, this particular committee has this written in the Bylaws about it:

G. Outreach Committee
1. The Outreach Committee membership may include CCRCC members and any
[volunteers] who wish to participate at the organizational meeting.

Those of us left out of the opportunity feel that Section 2.a  takes precedence over Article 18 e).

To my dismay, btw there is no directive that a record actually is to be kept of who the members of each committee actually are...

[Guest Zev]

6 hours ago, Dfredc said:

Those of us left out of the opportunity feel that Section 2.a  takes precedence over Article 18 e).

The assembly are the ones that should decide by vote what the proper interpretation of the bylaws are. Raise a Point Of Order in this regard.

6 hours ago, Dfredc said:

To my dismay, btw there is no directive that a record actually is to be kept of who the members of each committee actually are.

This is troubling. The chairman has the obligation to have at hand at every meeting the list of all committees and their members. If he does not know then the assembly is also in the dark.

[Dfredc]

3 hours ago, Guest Zev said:

This is troubling. The chairman has the obligation to have at hand at every meeting the list of all committees and their members. If he does not know then the assembly is also in the dark.

 

It is indeed. I hope to be instrumental in getting the Bylaws to be more clear and precise on the standing committees by the next quarterly meeting after this one so the assembly can vote on it.

[Dfredc]

So, a new development this week. The assembly at the last quarterly business meeting instructed the Outreach Committee to have a new reorganization meeting that ensured every member was to be included so that any member that wanted to participate would be able to do so. However, upon arrival at the said reorganization meeting the previous chair (conducting the meeting) informed us new members that we would not be allowed to vote for the new chairman — claiming that Article 18, Section 2.e,) [posted earlier in this thread chain] only permitted previous members of the committee to vote for the new Chairman. We obviously were upset. The overall Chairman of the whole assembly (not just the standing committee) was there to observe the meeting. >>some background - this committee has gone rogue this past term, and there is a desire to reign it in with new members<< brought it to everyone's attention that the section being used to deny members to vote should be interpreted as inclusive not exclusive. He was shouted down by the committee chair and subsequently ignored when he attempted to speak again. On two separate occasions, I moved to adjourn the meeting, had seconds on both and was ignored both times. The last time I repeated it three times getting louder each time but still ignored. So only the previous members ended up voting and electing a chair.

Conveniently the very next day there was an executive board meeting, and I thought the matter would be handled and taken care of... but no. Two separate motions to declare it null and void died for lack of seconds. I believe mainly because the board members are new and did not completely understand the issue circumstances. I am confident that a majority of them have now changed their minds and will address the matter at their next board meeting.

Now to my question on clearing up the matter on the interpretation of the section of the Bylaws... can this be given to the assembly to interpret by a simple majority vote OR must a Bylaws change be made to clarify this now (which requires a 2/3 vote of the assembly)? OR can/should the board use the authority given to them in Article 18, Section 2.a} of the Bylaws [shown above in an earlier post] to suspend or dissolve the Outreach Committee?

[Josh Martin]

4 hours ago, Dfredc said:

Now to my question on clearing up the matter on the interpretation of the section of the Bylaws... can this be given to the assembly to interpret by a simple majority vote OR must a Bylaws change be made to clarify this now (which requires a 2/3 vote of the assembly)? OR can/should the board use the authority given to them in Article 18, Section 2.a} of the Bylaws [shown above in an earlier post] to suspend or dissolve the Outreach Committee?

In the long run, the bylaws should be amended to clarify this issue, but in the interim, the bylaws may be interpreted by the membership (or by the board, in between meetings of the membership).

Until the bylaws are amended, however, I personally think the committee chairman is unfortunately correct. Your rules provide that voting rights are granted to persons who were committee members prior to the time that the call was sent. I do not think the rule which provides that the Board or CCRC may give directives to committees is sufficient to authorize these groups to suspend the bylaws.

I certainly do not think that the language in question is sufficient to “suspend or dissolve” the committee.

[Drake Savory]

One solution may be for the parent organization to prefer charges against the committee chair for their (non) handling of your motions to adjourn and have them removed from their chairmanship.

[Josh Martin]

1 hour ago, Drake Savory said:

One solution may be for the parent organization to prefer charges against the committee chair for their (non) handling of your motions to adjourn and have them removed from their chairmanship.

Well, that may be helpful to deal with the problematic chairman, but that does nothing to address the central issue here, which is the voting rights of new committee members.

[Shmuel Gerber]

1 hour ago, Drake Savory said:

One solution may be for the parent organization to prefer charges against the committee chair for their (non) handling of your motions to adjourn and have them removed from their chairmanship.

 

27 minutes ago, Josh Martin said:

Well, that may be helpful to deal with the problematic chairman, but that does nothing to address the central issue here, which is the voting rights of new committee members.

It seems to me that the committee chair may have been doing what was necessary to protect the committee's ability to conduct its business without interference from non-members (or non-voting members), and that those other people (the assembly chairman, the OP) might be the ones, if any, to whom some reprimand is due.

[Dfredc]

12 hours ago, Josh Martin said:

In the long run, the bylaws should be amended to clarify this issue, but in the interim, the bylaws may be interpreted by the membership (or by the board, in between meetings of the membership).

Until the bylaws are amended, however, I personally think the committee chairman is unfortunately correct. Your rules provide that voting rights are granted to persons who were committee members prior to the time that the call was sent. I do not think the rule which provides that the Board or CCRC may give directives to committees is sufficient to authorize these groups to suspend the bylaws.

I certainly do not think that the language in question is sufficient to “suspend or dissolve” the committee.

Thank you.

[Dfredc]

8 hours ago, Drake Savory said:

One solution may be for the parent organization to prefer charges against the committee chair for their (non) handling of your motions to adjourn and have them removed from their chairmanship.

Well, they elected a new chair...

[Dfredc]

6 hours ago, Josh Martin said:

Well, that may be helpful to deal with the problematic chairman, but that does nothing to address the central issue here, which is the voting rights of new committee members.

Truth

[Dfredc]

6 hours ago, Shmuel Gerber said:

 

It seems to me that the committee chair may have been doing what was necessary to protect the committee's ability to conduct its business without interference from non-members (or non-voting members), and that those other people (the assembly chairman, the OP) might be the ones, if any, to whom some reprimand is due.

Interesting, thanks for your honesty.

 

So do you agree with Josh Martin that the general assembly's Chairman was wrong in his interpretation that the section being used to deny members (of the general assembly) to vote (in the reorg meeting) should be interpreted as inclusive, not exclusive?

[Guest Zev]

13 hours ago, Josh Martin said:

Until the bylaws are amended, however, I personally think the committee chairman is unfortunately correct.

After re-reading this thread I am not so sure about this.

The committee in question held a re-organizational meeting and followed the rules in the bylaws about voting members being those that existed prior to the call. So far so good. The assembly then ordered the committee to hold another meeting, the implication being that this would be a new call and therefore the excluded new members would thereby be included. The committee held the second re-organizational meeting and continued to exclude the members that had been excluded in the first meeting. So, leaving aside the question of whether the bylaws should be amended (I think they should), what should take place now? It seems, and I could be wrong about this, is that the committee defied the wishes of the assembly in conducting a second, now faulty, election. If this is true, then the solution seems for the assembly to issue another re-organizational order to the committee with a stern warning, and hopefully this time they will include all the committee members regardless of when they became members. If the committee complies, then all is well and problem solved. If not, then disciplinary proceedings would be in order to reign in the committee.

Please re-read this thread and see if I missed something. Maybe I did.

[Josh Martin]

2 hours ago, Guest Zev said:

The committee in question held a re-organizational meeting and followed the rules in the bylaws about voting members being those that existed prior to the call. So far so good. The assembly then ordered the committee to hold another meeting, the implication being that this would be a new call and therefore the excluded new members would thereby be included. The committee held the second re-organizational meeting and continued to exclude the members that had been excluded in the first meeting. So, leaving aside the question of whether the bylaws should be amended (I think they should), what should take place now? It seems, and I could be wrong about this, is that the committee defied the wishes of the assembly in conducting a second, now faulty, election. If this is true, then the solution seems for the assembly to issue another re-organizational order to the committee with a stern warning, and hopefully this time they will include all the committee members regardless of when they became members. If the committee complies, then all is well and problem solved. If not, then disciplinary proceedings would be in order to reign in the committee.

The committee is of course obliged to follow the orders of the parent assembly, and the membership has the final say in interpreting the bylaws. I just personally believe that the assembly’s interpretation is wrong. The rules clearly state that only persons who are members at the time the call was sent are eligible to vote.

I suppose if persons have become members since the original call was sent, but before the second call was sent, those persons should have been eligible to vote at the second meeting, but anyone who did not become a member until after the second call was sent is clearly not eligible.

Further complicating this issue is that it is not clear how members of the committee are appointed.

It seems to me that at least some members of the assembly believe that all members of the committee should be eligible to vote, regardless of when they became members. I agree, but that is not what the bylaws say at this time. The only way to accomplish this is to amend the bylaws.

9 hours ago, Shmuel Gerber said:

It seems to me that the committee chair may have been doing what was necessary to protect the committee's ability to conduct its business without interference from non-members (or non-voting members), and that those other people (the assembly chairman, the OP) might be the ones, if any, to whom some reprimand is due.

Yes, it is not entirely clear when the OP became a member of the committee.

3 hours ago, Dfredc said:

So do you agree with Josh Martin that the general assembly's Chairman was wrong in his interpretation that the section being used to deny members (of the general assembly) to vote (in the reorg meeting) should be interpreted as inclusive, not exclusive?

All I am saying is that what the rule actually says is that voting rights are granted to persons who are members at the time the call was sent. By implication, this means that persons who are not members at the time the call was sent do not have voting rights. I don’t really see a reasonable argument that all members have voting rights. This is the default arrangement, so if this is what is desired, the sentence in question doesn’t need to exist at all. It is presumed, however, that rules in the bylaws exist for a reason.

Edited April 13, 2019 at 04:00 AM by Josh Martin

[Dfredc]

Okay, I think you all are getting the gist of what happened, But to be sure, and hopefully, to make things more clear I will bullet point what happened, All references are from the screencap at the top of the thread. I also will add additional background information.

• The general assembly reorganizes ever two years. The standing committees were created last year (before I became a member of the general assembly) and were adopted by the general assembly 3/4 of the way through the 2-year term. They were organized the following month.

• General assembly holds it's bi-annual reorg meeting in December, new members (and continuing members vote and adopt new Bylaws. In this case, they were without change (or little change) from the previous bylaws, the new executive board is elected at this time. The election was close, the previous Chairman was controversial, and his chosen successor lost the election (likely because he was so controversial).

• The former chairman refuses to hand over intellectual properties of the organization, i.e., email server access, fb pages, mailing lists, etc. It took the new executive board over two months to finally gain complete access.

• The call to reorganize the standing committees could not go out within the bylaws designated timeline of 45 days. Once it was possible all previous chairs issued a call to reorganize their standing committees except the Outreach committee, chaired by a "loyalist" to the previous controversial chairman. That committee sent out a personal emailed call to reorg to only 45 people - all loyalist to the former chair. We have no way of knowing if these people were previous members of the committee because our bylaws lack the instruction to make that known to the general assembly. (Crazy, I know). The list became known when a copy of that call to reorg was obtained and the email addresses attached to it. All were current or former members of the general assembly and the former general assembly chair (who is not a current member of the general assembly}.

• (Copied from above, edits and additional info in brackets) "We have a standing committee that our Bylaws state is to be reorganized every two years with a new call to the [general assembly] to vote on a new chair [at the standing committee reorg meeting]. The bylaws state "any who wish to participate at the organizational meeting." The issue is that the previous chair did not notify all the members of [the general assembly] when that meeting was happening. So a new chair was elected with only a fraction of members being notified (I was not one of them [and desired to be in the committee]). I wish to make a motion to have the committee suspended until a new meeting is called by the chair of the [general] assembly so that he can issue it to every member of the organization. I was made aware of the issue when the agenda for the upcoming meeting had the "new" chair listed as reporting for the committee. When I spoke to our [current] chairman about the issue, he told me to make the motion"

• The new chair of that committee that was elected was the controversial former chair of the general assembly, as all the "members" were loyalists to him. Again we have no way of knowing who the members were.

• I was under the impression (as I believe most of the general assembly was) that at a reorg meeting everyone in attendance that was interested in being a member of the standing committee could participate and vote for the new chairman of the standing committee. Similar to what is done at the general assemblies reorg, though there, members of the general assembly *are* chosen before the reorg meeting of the general assembly. I made my motion accordingly with that presumption. The motion was, "I move that the reorganization vote of the Outreach Committee be considered null and void because a proper call for the meeting was not issued, therefore, a new meeting should be called by the Chairman [name of current general assembly chairman]. I spoke to the motion using Article 18, Section 2.a) as the authority for the assembly to enact the proposed motion. And Article 18, Section 2.G giving the assembly the cause for the proposed motion. Concluding with, “I would like to see a fair call made by our chairman so that every member of the assembly can be afforded the opportunity to volunteer for the Outreach Committee and participate in an election for its chairman." Three spoke in opposition, the old chairman claiming to have sent the email to everyone (I rebutted stating I had a copy of the email that identifies only 45 being "invited to participate", the Bylaws Committee chair stating that he did not believe the assembly had the authority to do it and another member that said all the committees should be scrapped because none of them met the required 45 day time frame. [Not all members knew the reason why that happened, and I did not want to open that can of worms]. No one spoke against it saying even if every one of the general assembly came, *only* those that were previous members would be allowed to vote. Not even the Bylaws chairman that I later found out knew about this and in fact, enforced it in his reorg meeting.

• Now the events of the Standing Committee that I posted most recently take place earlier this week.

Have I made it more clear (I hope)? does it alter or confirm more solidly your conclusions?

[Guest Zev]

4 hours ago, Dfredc said:

Have I made it more clear (I hope)? does it alter or confirm more solidly your conclusions?

You have added a fair amount of background information. Thank you. Nevertheless, I see nothing here that would modify my suggestion posted earlier.

[Dfredc]

1 hour ago, Guest Zev said:

You have added a fair amount of background information. Thank you. Nevertheless, I see nothing here that would modify my suggestion posted earlier

Thank you. So essentially my ignorance/misunderstanding of the Bylaws (and apparently the majority of the general assemly's misunderstanding) left us with no real recoarse to correct what we saw as an incorrect application of the Bylaws other than amending the Bylaws. If amended to remove the Outreach Committee (not include it in the standing committees) then that would be a viable solution, correct?
P. S. If this reply doesn't show up as from the op it is because I am posting from my phone and not my computer.

 

[Dfredc]

It would take ⅔ of the membership to do that but it may be possible.

[Josh Martin]

5 hours ago, Dfredc said:

Have I made it more clear (I hope)? does it alter or confirm more solidly your conclusions?

I personally continue to believe that the assembly’s interpretation is in error. Article 18, Section 2.e) clearly states that, at the organizational meeting, voting rights are granted to persons who were members of the committee at the time the call was sent. (It also, interestingly, states that voting rights within regular committee meetings are defined by the committee’s rules, which seems likely to cause its own problems in the future.) Frankly, I think this is the strongest part of the case against those who say that all members of the committee have a right to vote. I have heard this should be interpreted as “inclusive” rather than “exclusive,” but this doesn’t make any sense. If all members have the right to vote, then obviously this includes those persons who were members at the time the call was sent. The only reason to include this rule is to limit voting rights to those persons.

I do not dispute that Article 18, Section 2.a) empowers the board or the CCRC (which I take it is the society) to instruct the committees, but in my opinion, this is not sufficient to authorize these bodies to ignore the bylaws. The bylaws are binding on everyone.

I grant that Article 18, Section 2.g) introduces some ambiguity, as it provides that “The Outreach Committee membership may include CCRCC members and any [volunteers] who wish to participate at the organizational meeting.” This rule is extremely vague and I am not entirely certain what it means. It is not clear whether the intent of this rule is to describe who is eligible for membership or to actually describe how someone becomes a member. The assembly apparently feels it is the latter, which does not seem to be an unreasonable interpretation of the rule as written. RONR suggests, however, that conflicts should be resolved in a way which permits both rules to still be applied, if at all possible. An interpretation that all members who wish to participate at the organizational meeting may vote does not meet this criteria, as it requires ignoring the other rule. Since “participate” is so vague, however, both rules can be satisfied by an interpretation that all persons who wish to participate may do so, except that only those persons who were members at the time the call was sent may vote.

Notwithstanding all of the above, however, the membership is the highest authority in the society, and it holds the ultimate power to interpret its own bylaws. As a consequence, the committee chairman was mistaken when he said that the assembly lacked the authority to do this. If the assembly continues to believe its interpretation is correct, it has the authority to discipline the chairman and other members of the committee for disobeying its directives, if it wishes to do so, and to again order that the committee follow the instructions it has given.

16 minutes ago, Dfredc said:

Thank you. So essentially my ignorance/misunderstanding of the Bylaws (and apparently the majority of the general assemly's misunderstanding) left us with no real recoarse to correct what we saw as an incorrect application of the Bylaws other than amending the Bylaws. If amended to remove the Outreach Committee (not include it in the standing committees) then that would be a viable solution, correct?

Well, if you did this, there would no longer be an Outreach Committee. So yes, I suppose that is one way of resolving the situation, if the assembly feels it no longer needs an Outreach Committee.

You’re still left with a lot of problems in the article on committees, however, so unless you take further action, I expect these problems will arise again with some other committee. So regardless of what you do with the outreach committee, I would recommend the following:

-Remove Article 18, Section 2.E, since the assembly doesn’t seem to care for what it says. (I don’t blame them.)

-Clarify Article 18, Section 2.G (and all other relevant sections) to more clearly state how people become members of the committees.

-When it is determined how people become members of committees, instruct the relevant persons to file regular reports with the society’s Secretary regarding the membership of the committees.

Edited April 13, 2019 at 01:45 PM by Josh Martin

[Dfredc]

11 minutes ago, Josh Martin said:

 

 

Thank you. You have made this perfectly clear to me and I believe I now understand, and concur with your conclusions and suggestions.

You have been a tremendous help and I greatly appreciate it.