Bylaws that are not called Bylaws

[Caryn Ann Harlos]

Hi all, I am working with an organization and asked for their bylaws and they gave me a document entitled Rules.  In reading it, it is all the things that are in bylaws and is obvious it is functioning as their bylaws but is there an issue with them being called rules?  I don't want someone thinking they can suspend them.

[J. J.]

Rule that are in the nature of a rule of that are included in the bylaws may be suspended. 2:20  It would not make a difference as to the the title, but the function. 

[Greg Goodwiller, PRP]

To elaborate further on my colleague's comment, RONR (12th ed) 2:8, in discussing the former practice of dividing an organization's rules into separate "constitution" and "bylaws" documents, then states, "The term bylaws, as used in this book, refers to this single, combination-type instrument—by whatever name the particular organization may describe it—which . . ." and it then goes on to describe the content of those rules - including that they define "the primary characteristics of the organization—in such a way that the bylaws serve as the fundamental instrument establishing an unincorporated society, or conform to the corporate charter if there is one," and that they prescribe "how the society functions; and include(s) all rules that the society considers so important that they (a) cannot be changed without previous notice to the members and the vote of a specified large majority (such as a two-thirds vote), and (b) cannot be suspended (with the exception of clauses that provide for their own suspension under specified conditions, or clauses in the nature of rules of order as described in 2:14; see also 25:7–13 and 56:50–56)."

So, by "whatever name the particular organization may describe it," those rules are its bylaws.

Edited September 21, 2020 at 02:06 AM by Greg Goodwiller

[Caryn Ann Harlos]

27 minutes ago, Greg Goodwiller said:

To elaborate further on my colleague's comment, RONR (12th ed) 2:8, in discussing the former practice of dividing an organization's rules into separate "constitution" and "bylaws" documents, then states, "The term bylaws, as used in this book, refers to this single, combination-type instrument—by whatever name the particular organization may describe it—which . . ." and it then goes on to describe the content of those rules - including that they define "the primary characteristics of the organization—in such a way that the bylaws serve as the fundamental instrument establishing an unincorporated society, or conform to the corporate charter if there is one," and that they prescribe "how the society functions; and include(s) all rules that the society considers so important that they (a) cannot be changed without previous notice to the members and the vote of a specified large majority (such as a two-thirds vote), and (b) cannot be suspended (with the exception of clauses that provide for their own suspension under specified conditions, or clauses in the nature of rules of order as described in 2:14; see also 25:7–13 and 56:50–56)."

So, by "whatever name the particular organization may describe it," those rules are its bylaws.

Thank you - I knew I read that somewhere but could not find it.  

[Josh Martin]

14 hours ago, Caryn Ann Harlos said:

Hi all, I am working with an organization and asked for their bylaws and they gave me a document entitled Rules.  In reading it, it is all the things that are in bylaws and is obvious it is functioning as their bylaws but is there an issue with them being called rules?  I don't want someone thinking they can suspend them.

I concur with my colleagues that there is no parliamentary issue with the bylaws being called by some other name, however, I don't think it is a particularly good idea for the organization to simply call them "Rules." This is a general term which can refer to all sorts of different rules, and therefore this name would seem to lead to confusion.

[Caryn Ann Harlos]

yes, it is the confusion factor that also concerns me..... wasting time arguing at a convention over that doesn't seem fun or productive.

[Caryn Ann Harlos]

Some more information on this. This group is a state political party.  Apparently the laws of that state require the bylaws to be called rules.  In looking at the documents of other political parties in that state, they also follow that style.

But there is this paragraph that concerned me:

These Rules shall be the exclusive rules of the State Committee of the XXX Party.

 

Earlier the rules adopt RONR.  Does that contradict the other paragraph? Does this mean they cannot adopt Special Rules of Order or Standing Rules?

It seems to me that somewhere in this document they need to specific that "rules" as referred to in this document are those items which function as bylaws or something to that effect.   Confusing things further, they can be amended by a majority.

[Al Dunbar]

On 9/21/2020 at 1:50 PM, Caryn Ann Harlos said:

Some more information on this. This group is a state political party.  Apparently the laws of that state require the bylaws to be called rules.  In looking at the documents of other political parties in that state, they also follow that style.

But there is this paragraph that concerned me:

These Rules shall be the exclusive rules of the State Committee of the XXX Party.

 

Earlier the rules adopt RONR.  Does that contradict the other paragraph? Does this mean they cannot adopt Special Rules of Order or Standing Rules?

It seems to me that somewhere in this document they need to specific that "rules" as referred to in this document are those items which function as bylaws or something to that effect.   Confusing things further, they can be amended by a majority.

I agree the wording is confusing, as is the intent of the statement that concerned you. Some might assume that it means that the rules apply only to the XXX party and no other party. One also wonders how it would affect those rules present that happen to be inclusive in nature rather than exclusive.  😉

 

 

[Josh Martin]

9 hours ago, Al Dunbar said:

I agree the wording is confusing, as is the intent of the statement that concerned you. Some might assume that it means that the rules apply only to the XXX party and no other party. 

I think that this rule is found in the party's rules, not in state law, so it makes sense that it would only apply to that party.

[Gary Novosielski]

On 9/21/2020 at 3:50 PM, Caryn Ann Harlos said:

Earlier the rules adopt RONR.  Does that contradict the other paragraph? Does this mean they cannot adopt Special Rules of Order or Standing Rules?

It seems to me that somewhere in this document they need to specific that "rules" as referred to in this document are those items which function as bylaws or something to that effect.   Confusing things further, they can be amended by a majority.

All that is necessary is to use care in adopting RONR.  There is no contradiction unless the language introduces one.

I suggest: 

The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Party in all cases to which they are applicable and in which they are not inconsistent with these Rules and any special rules of order the Party may adopt.

It should be placed far down toward the end of the Rules, followed only by the article concerning the process for amending the Rules.

Edited September 24, 2020 at 03:10 AM by Gary Novosielski