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Scope of Bylaw Notice


Guest Gretchen
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Our organization is multi-national in scope, adopted RONR, and its standing committees have been conducting meeting by telephone for years without proper authorization in our bylaws. Recently, someone proposed a bylaw amendment (to our annual convention) to give all standing committees the authority to conduct electronic meetings and here is how the first sentence of the proposed amendment reads:

Section 3 (Electronic Meetings)

Except for the Board of Directors, all committees of the organization may conduct electronic meetings provided that the following conditions are met:

We would like to amend the first sentence of the proposed bylaw amendment (on the floor of the Convention) so that the Board of Directors (a deliberative assembly) could also conduct electronic meetings.  The proposed new reading would be as follows:  

The Board of Director and all committees of the organization may conduct electronic meetings provided that the following conditions are met:

My question is the following: In your opinion, is this second alternative outside of the scope of the original amendment since the original amendment excluded the Board of Directors from conducting electronic meeting but our alternative includes them. I hope this is clear!


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The current scope is that the board and the committees have no permission to conduct electronic meetings. The amendment would allow any committee to engage in electronic meetings. It would be proper, from the floor, to amend the proposed amendment to include a list of committees that would still not have authority to conduct electronic meetings. Because the board does not currently have that authority, any amendment to change the board's authority would require notice, notice which is not present in the proposed amendment. Therefore any attempt to amend the proposed bylaw amendment to include the board, or any other item that has not received notice, would be out of order.

Suggestion: If including the board of directors is your plan, then give notice of the "new reading" and the assembly can choose which version it will adopt.

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3 hours ago, Guest Gretchen said:

Our organization is multi-national in scope, adopted RONR, and its standing committees have been conducting meeting by telephone for years without proper authorization in our bylaws. Recently, someone proposed a bylaw amendment (to our annual convention) to give all standing committees the authority to conduct electronic meetings and here is how the first sentence of the proposed amendment reads:

 

Section 3 (Electronic Meetings)

 

Except for the Board of Directors, all committees of the organization may conduct electronic meetings provided that the following conditions are met:

 

We would like to amend the first sentence of the proposed bylaw amendment (on the floor of the Convention) so that the Board of Directors (a deliberative assembly) could also conduct electronic meetings.  The proposed new reading would be as follows:  

 

The Board of Director and all committees of the organization may conduct electronic meetings provided that the following conditions are met:

 

My question is the following: In your opinion, is this second alternative outside of the scope of the original amendment since the original amendment excluded the Board of Directors from conducting electronic meeting but our alternative includes them. I hope this is clear!

Yes, the proposed amendment is outside of the scope. Scope is essentially the distance between the status quo and the proposed amendment. The status quo is that neither the board nor any committee may have electronic meetings. The proposed amendment is that all committees (but not the board) may conduct electronic meetings. An amendment that the board and all committees may conduct electronic meetings exceeds the scope.

It should also be noted that a board is not a committee.

Assuming there is still time to give notice, notice could be given of the proposed amendment.

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