Contingent Motion - How to make one

[anon]

Trained parliamentarian input is requested to help me prepare a properly worded motion that is contingent on the outcome of a motion to waive our condominium's annual financial audit. The draft motion is provided in quotes below.

"If the motion to waive the annual audit is not adopted, I move to order the Board of Directors to obtain quotes from at least two registered Certified Public Accountants (CPAs), make a selection for contract award, and manage the contract directly with the selected CPA without involvement from the property manager in order to ensure the auditor's independence."

To be in order, must this motion be made before or after debate on the main motion and in any case before the vote on the main motion?

Edited December 28, 2019 at 08:19 PM by anon
typo "fro" versus "from"

[Weldon Merritt]

Your intended motion as worded would be a main motion, so it would not be in order at any time while the motion to waive the audit (another main motion) is pending. What you could do is, during debate, urge defeat of the motion to waive the audit and state that if that motion is defeated, you will offer a motion along the lines of what you have in mind. You also might be able to offer your motion as a substitute (a form of amendment) to the motion to waive the audit.

Note that I offer no opinion on whether your motion otherwise would be in order. It very well could be that such a motion would violate some of the condo governing documents, and thus not be in order at all. You will have to look to those documents to determine that.

[anon]

On 12/28/2019 at 12:54 PM, Weldon Merritt said:

Your intended motion as worded would be a main motion, so it would not be in order at any time while the motion to waive the audit (another main motion) is pending. What you could do is, during debate, urge defeat of the motion to waive the audit and state that if that motion is defeated, you will offer a motion along the lines of what you have in mind. You also might be able to offer your motion as a substitute (a form of amendment) to the motion to waive the audit.

In this case I would be voting YES to waive the audit requirement, but I am concerned with the hiring procedure in the event that a majority decides to vote NO.

How would the substitute motion be worded? I'll try here to facilitate ideas for improvement and learning.

"I motion to substitute the following motion to waive the annual financial audit as allowed by RCW 64.34.372(1): waive annual financial audit as allowed by RCW 64.34.372(1) or order the Board of Directors to obtain quotes from at least two registered Certified Public Accountants (CPAs), make a selection for contract award, and manage the contract directly with the selected CPA without involvement from the property manager in order to ensure the auditor's independence."

You can probably tell I don't have much experience writing motions. The above seems awkward to me.

Another poster on this forum suggested I make a new motion after, but only in the event that the motion to waive the audit is unsuccessful. The timing of such a motion would presumably be during the new business portion of the agenda. That would read as follows:

"I move to order the Board of Directors to obtain quotes from at least two registered Certified Public Accountants (CPAs), make a selection for contract award, and manage the contract directly with the selected CPA without involvement from the property manager in order to ensure the auditor's independence."

 

[Weldon Merritt]

2 hours ago, anon said:

In this case I would be voting YES to waive the audit requirement, but I am concerned with the hiring procedure in the event that a majority decides to vote NO.

That puts another wrinkle into it. I had assumed that you were opposed to waiving the audit. Since that is not the case, a substitute motion would not work, because if the amendment by substitution is adopted, it would replace the motion to waive the audit. So I now think that your only option is to make your motion after the motion to waive the audit fails (if it does).

Depending on how the meeting agenda is organized, you might be able to make your motion immediately after the motion to waive the audit fails. But if not, you certainly should be able to make it under New Business. This assumes the motion is in order at all. As I menioned in my previous resposne, such a motion may or may not be in order. Depending on the condo governing documents, the general membership may not have the authority to order the board to take the desired action. If not, however, the membership still, in my opinion, could adopt a motion recommending that the board take that action.

[anon]

20 hours ago, Weldon Merritt said:

That puts another wrinkle into it. I had assumed that you were opposed to waiving the audit. Since that is not the case, a substitute motion would not work, because if the amendment by substitution is adopted, it would replace the motion to waive the audit. So I now think that your only option is to make your motion after the motion to waive the audit fails (if it does).

Depending on how the meeting agenda is organized, you might be able to make your motion immediately after the motion to waive the audit fails. But if not, you certainly should be able to make it under New Business. This assumes the motion is in order at all. As I menioned in my previous resposne, such a motion may or may not be in order. Depending on the condo governing documents, the general membership may not have the authority to order the board to take the desired action. If not, however, the membership still, in my opinion, could adopt a motion recommending that the board take that action.

Thank you for your kind indulgence in my pondering.

You raise an issue I had not thought of. I'd be happy to post it in a new thread if that would be better for everyone's consideration. You said the membership may not have authority to order the board to take a specified action.  It was always my understanding that the board serves at the pleasure of the condominium owners. If the Declarations do not specifically state actions the owners may direct the board to take does that necessarily mean the board can ignore them with immunity? I have seen where the Declarations say what the board can and cannot do, and what owners can and cannot do, but nothing with regard to what the owners can and cannot order the board to do as long as it is not a prohibited action for either to do.

[Weldon Merritt]

2 hours ago, anon said:

Thank you for your kind indulgence in my pondering.

You raise an issue I had not thought of. I'd be happy to post it in a new thread if that would be better for everyone's consideration. You said the membership may not have authority to order the board to take a specified action.  It was always my understanding that the board serves at the pleasure of the condominium owners. If the Declarations do not specifically state actions the owners may direct the board to take does that necessarily mean the board can ignore them with immunity? I have seen where the Declarations say what the board can and cannot do, and what owners can and cannot do, but nothing with regard to what the owners can and cannot order the board to do as long as it is not a prohibited action for either to do.

No problem. Happy to clarify.

So far as RONR is concerned, the board has only the powers specified in the bylaws, and indeed is subordinate to the membership. So the default rule is that, yes, the membership can order the board to take specifed action, and the board is obliged to comply. But since you are talking about an HOA, there undoubtedly is a governing statute. It is possible that the statute grants more authoritty to the board, and limits that of the membership. Not having read the applicable statute, I can't say whether that is true for your HOA; I'm just saying that it is something you need to check into. 

[Rob Elsman]

As far as RONR controls, what is described here as a "contingent [main] motion" should not be made until the related parliamentary action has occurred.

[anon]

5 hours ago, Rob Elsman said:

As far as RONR controls, what is described here as a "contingent [main] motion" should not be made until the related parliamentary action has occurred.

Could you please clarify what is meant by "related parliamentary action" in this case? Do you mean until a main motion to waive the annual audit fails? Or something else?

[Weldon Merritt]

1 hour ago, anon said:

Could you please clarify what is meant by "related parliamentary action" in this case? Do you mean until a main motion to waive the annual audit fails? Or something else?

Since Mr. Elsman has not been back to clarify his post, I will venture to do so. I believe that he indeed meant "until a main motion to waive the audit fails." At least, that's how I understood it; and with that undestanding, I concur.