Status of Bylaws Committee when Business Convention not held

[Caryn Ann Harlos]

Due to COVID-19 and other factors, this society never had a convention at which Party business was heard.  They did have a special convention that was called solely for the purpose of nominating public office candidates and nothing else.

There was a Bylaws committee appointed last year for the business convention that was supposed to happen this year but did not and will not.  Since (see the bolded language in the appropriate bylaw below) there was no convention yet where any proposals would be considered, does this committee remain in effect until there is such a convention?

(there are some other wrinkles, but they are not relevant unless the initial answer to this question is yes).

 

Here is the Bylaw language:

Section 1: The Constitution and Bylaws Committee and the Platform Committee shall each consist of five (5) at-large Members selected by the Board and an additional Member selected by each chartered affiliate.

1. The Board shall solicit applications for the members of the Constitution and Bylaws Committee as well as the Platform Committee and set the appointment date for these positions by announcement to all Members at least six (6) months prior to the Convention at which amendments to the Platform, Constitution, and Bylaws are considered. The Board shall appoint five (5) at-large Members at a Board meeting held at least one (1) month after the final solicitation, but no later than four (4) months prior to the Convention at which amendments to the Platform, Constitution, and Bylaws are considered. If any subsequent vacancies occur in the initially-appointed, at-large positions, the Board may select Members to fill the vacancies. The Board shall select the committee Chairs from the members of each committee.
2.  
3. Each chartered affiliate may appoint one (1) Member to each committee. Should an affiliate not appoint a committee member, the Board may appoint an additional at-large Member at the time of committee formation. The Board shall solicit one (1) committee member from each chartered affiliate on the same schedule implemented by the Board pursuant to subsection 1 above, and at its meeting for appointment of the members of the committees it shall confirm such committee members as have been certified by the Affiliate Representatives. If a committee member appointed by an affiliate resigns from a committee or fails to attend two (2) consecutive committee votes, the affiliate may appoint a replacement.
4.  
5. Committees shall submit their final reports to the Board for publication to the membership no later than six (6) weeks before the Convention. These reports shall be available in their complete form to any Party Member upon request, and the Board may charge only the cost of reproduction and mailing. The Party Chair shall ensure that the committees’ reports, and any reports of committee members submitted separately, are presented at the Convention.
6.  
7. The Chair of each committee shall certify and cause to be published at Party expense a report representing each document in its entirety to the Convention.

[Caryn Ann Harlos]

I don't know why those stray numbers appeared.  There are no missing paragraphs, that is the entirety of the section.

[Rob Elsman]

Most of what you have written is in the "agentless passive" voice, so it is impossible to tell who is doing what.  Just from what you have written, it looks like there was no authority to cancel the convention.  Again, just from what is written, the organization seems to be so far off the tracks that no one can help.  The committee's problems are likely just the tip of the iceburg.

[Atul Kapur]

This is a complicated situation and will probably require a professional parliamentarian to do a detailed analysis of the implications of not holding a convention. 

However,  it seems clear that this is what RONR calls a special committee, with a specific purpose. Once the committee submits its final report, 6 weeks before the convention, it ceases to exist. Was such a report submitted? If so, this bylaws committee is no more. It has ceased to exist.

Even if not, each convention is generally considered to be a separate body, usually with a different membership than the convention previous. My personal opinion is that this bylaws committee was cancelled at the same time as the convention was cancelled (and, for that matter, so were other Committees of this convention such as credentials, rules, and program). This bylaws committee should not be wandering the seas for the next year (or four) as a ghost ship searching for a place to dock.

It may be easier to explain if you consider that this was actually the "Bylaws Committee for the 2020 Convention," rather than just calling it the bylaws committee. The bylaws committee for the next convention is certainly free to consider the work of this committee, but should not feel bound by it.

Again, this is my personal opinion, but based on the principles as I read them in RONR. And, of course, this is based on reading only a snippet of your governing documents.

[Caryn Ann Harlos]

1 hour ago, Rob Elsman said:

Most of what you have written is in the "agentless passive" voice, so it is impossible to tell who is doing what.  Just from what you have written, it looks like there was no authority to cancel the convention.  Again, just from what is written, the organization seems to be so far off the tracks that no one can help.  The committee's problems are likely just the tip of the iceburg.

COVID-19 has caused many problems for organizations.  There is not any widespread issue.  The government cancelled the convention.  It happens.  

[Caryn Ann Harlos]

19 minutes ago, Atul Kapur said:

This is a complicated situation and will probably require a professional parliamentarian to do a detailed analysis of the implications of not holding a convention. 

However,  it seems clear that this is what RONR calls a special committee, with a specific purpose. Once the committee submits its final report, 6 weeks before the convention, it ceases to exist. Was such a report submitted? If so, this bylaws committee is no more. It has ceased to exist.

Even if not, each convention is generally considered to be a separate body, usually with a different membership than the convention previous. My personal opinion is that this bylaws committee was cancelled at the same time as the convention was cancelled (and, for that matter, so were other Committees of this convention such as credentials, rules, and program). This bylaws committee should not be wandering the seas for the next year (or four) as a ghost ship searching for a place to dock.

It may be easier to explain if you consider that this was actually the "Bylaws Committee for the 2020 Convention," rather than just calling it the bylaws committee. The bylaws committee for the next convention is certainly free to consider the work of this committee, but should not feel bound by it.

Again, this is my personal opinion, but based on the principles as I read them in RONR. And, of course, this is based on reading only a snippet of your governing documents.

Hi Atul, that is helpful.  I do not believe a report was submitted but I need to confirm that.  The committee however exists up through the convention as it presents its report to the convention and minority reports might be heard if the convention chooses.  The report at six weeks has more to do with our bylaws amendment notice requirements than the existence of the committee.

I fear this may be a question with no clear cut answer.  TBH, I personally do not feel strongly one way or another.  I appreciate your thoughts.

[Caryn Ann Harlos]

Atul, I took a look at RONR on special committees and it says they are discharged when the assembly (in this case the convention) receives its final report.  So even if the committee did submit a report, it has not yet been received or heard by the convention.

I guess this all hinges upon the identity of the assembly.  Would that be specifically only the delegates that would have been present in 2020 or any delegates at the next convention to be held?  I can argue this both ways I think.

Since the past committee was only charged to review one portion of the bylaws - and it was ordered by the 2019 convention - I see no harm in continuing it as there is not a barrage of proposals.  But that adds another wrinkle.  There was not supposed to be a Bylaws Committee for the 2020 convention as we do that every two years now, but a proviso was added in 2019 that there would be one in 2020 just to review one item.  I guess it could be argued that since 2021 is the regular year for bylaws that the prior committee was in existence only because of the proviso, and the proviso is now defunct.

[George Mervosh]

Can I ask what your group's parliamentarian thinks about this question, because I'm confused.

[Caryn Ann Harlos]

We do not have a parliamentarian unfortunately.

[Atul Kapur]

Well there's your problem.  😉

Edited September 10, 2020 at 09:20 PM by Atul Kapur