Any work-around on date-specific element within a bylaw?

[Guest AWE-2000]

If there is a date-specific item or deadline buried within a bylaw, is there a way to postpone that *single* element -- that is, to proceed in concurrence with the bylaw, but move that deadline by one month, owing to complications stemming from COVID and other issues?

Would a board and/or entire membership approval be admissible for such a delay?

[Chris Harrison]

See these Official Interpretations.  Also see this thread.

[Josh Martin]

2 hours ago, Guest AWE-2000 said:

If there is a date-specific item or deadline buried within a bylaw, is there a way to postpone that *single* element -- that is, to proceed in concurrence with the bylaw, but move that deadline by one month, owing to complications stemming from COVID and other issues?

Would a board and/or entire membership approval be admissible for such a delay?

I don't think it is possible to begin to answer these questions without additional facts. It would be necessary to know what exactly this item or deadline is and what exactly the bylaws say regarding it. It would also be very helpful to know whether the item in question occurs at a meeting (and if so, which body is meeting).

Edited July 7, 2020 at 11:50 PM by Josh Martin

[Guest AWE-2000]

On 7/7/2020 at 4:48 PM, Josh Martin said:

I don't think it is possible to begin to answer these questions without additional facts. It would be necessary to know what exactly this item or deadline is and what exactly the bylaws say regarding it. It would also be very helpful to know whether the item in question occurs at a meeting (and if so, which body is meeting).

It has to do with the entire membership voting on new applicants -- a process that has committee oversight, but now faces the prospect of a delay of at least one month. The bylaw language stipulates that members shall "submit ballots prior to the August membership meeting," and that votes shall be counted and announced at that same August meeting.

The only other temporal language, I suppose, is that if/when applicants are deemed by committee to meet requirements, then the application is submitted to the entire membership for 30 days' consideration.

The August language is the question.

[Josh Martin]

4 hours ago, Guest AWE-2000 said:

It has to do with the entire membership voting on new applicants -- a process that has committee oversight, but now faces the prospect of a delay of at least one month. The bylaw language stipulates that members shall "submit ballots prior to the August membership meeting," and that votes shall be counted and announced at that same August meeting.

The only other temporal language, I suppose, is that if/when applicants are deemed by committee to meet requirements, then the application is submitted to the entire membership for 30 days' consideration.

The August language is the question.

If the bylaws provide that members shall "submit ballots prior to the August membership meeting," and the bylaws provide no mechanism to extend this deadline, it may not be extended. Rules in the bylaws may not be suspended unless the rule is in the nature of a rule of order or the rule provides for its suspension. Additionally, rules with application outside of a meeting context may not be suspended.

The one possibility for flexibility in this regard that I see is that the language provided so far does not specify when in August the meeting is held - which theoretically would mean the meeting could be held as late as August 31st. It may be, however, that there is other language in the bylaws on this issue.

The membership could, however, delay the requirement "that votes shall be counted and announced at that same August meeting." If the bylaws require that certain business is handled at a particular meeting, this business may be postponed to an adjourned meeting or the next regular meeting (if within a quarterly interval) at the time the business is pending. Alternately, if a quorum is not present (perhaps due to the pandemic), the counting and announcement will have to wait until the later meeting anyway. This won't help with delaying the submission of ballots, however, since the rules provide that the ballots must be submitted prior to the meeting.

The organization may wish to amend the bylaws to provide more flexibility in regard to the timing of votes to admit new members.

"Rules contained in the bylaws (or constitution) cannot be suspended—no matter how large the vote in favor of doing so or how inconvenient the rule in question may be—unless the particular rule specifically provides for its own suspension, or unless the rule properly is in the nature of a rule of order as described on page 17, lines 22–25." (RONR, 11th ed., pg. 263)

"Rules that have their application outside of the session which is in progress cannot be suspended." (RONR, 11th ed., pg. 264)

"A matter that the bylaws require to be attended to at a specified session, such as the election of officers, cannot, in advance and through a main motion, be postponed to another session. It can be taken up at any time when it is in order during the specified session (that is, either as originally convened or at any adjournment of it); and it can be postponed to an adjourned meeting in the manner explained above, after first adopting, if necessary, a motion to Fix the Time to Which to Adjourn. The adjourned meeting, as already stated, is a continuation of the same session. The procedure of postponing such a matter to an adjourned meeting is sometimes advisable, as in an annual meeting for the election of officers on a stormy night when, although a quorum is present, the attendance is abnormally small. If the matter has actually been taken up during the specified session as required, it also may be postponed beyond that session in accordance with the regular rules for the motion to Postpone. It is usually unwise to do so, however, unless completing it during the session proves impossible or impractical." (RONR, 11th ed., pg. 185)

Edited July 9, 2020 at 10:00 PM by Josh Martin