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CAN A MOTION BE CHANGED BY 'DISCUSSION' OR ONLY BY A FORMAL AMENDMENT


star1441
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Our organization gives grants.
A foundation that was granted $85,000 in 2019, asked for another $85,000 grant for 2020.
A Trustee filed a motion with the executive secretary, ahead of the Trustees meeting , writing:
"I move to again fund the grant request, as presented, $ 85,000,
and also the customary 10% contingency of $ 8,500. ..  A $93,500 grant for 2020."
 
The grants officer proposed to give only a $50,000 grant.
 
The Trustees thus had two motions on the table:
The Grants officer: $50,000
A Trustee: $ 93,500
At the meeting, the two motions were presented. As the Executive Secretary reported later in the minutes:
"...This was followed by a discussion among the Trustees.

A vote, either yes or no, was held on the motion to approve a $50K grant, instead of the full amount,

 There were 6 No votes and 5 Yes Votes.

Thus, (the Grantee- applicant)  will receive the full grant amount requested."

 

The Treasurer interpreted this as an approval of the Grantee's request, $85,000.
But the Trustee's motion was different,  to give a $93,500 grant.
While there was " a discussion among the trustees" as the Ex Sec reported, there was no motion to
amend the Trustee's proposal of giving a $93,500 grant (the Grantee's $85,000 request
and an added 10% contingency).
 
The question:
Do opinions expressed during a discussion affect or amend the motion on the table?
 
Or can the motion be changed only by a proper procedure to amend it?
 
In other words: Did the 6-5 vote authorize the $93,500 that was specified in the Trustee's motion,
or just the Grantee's request for $85,000 grant, (a sum that was brought up during the discussion, but never
properly incorporated into or used to amend the $93,500 motion?)
 
Thank you,
 
Yoram
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Well, this was about as sloppy as possible, but what should have happened is to decide on one motion, not two.  The second motion for the larger amount was apparently never voted on, so nothing was authorized.  Did the chair at the time announce that the second motion was adopted?  If not, simply correct the minutes to show that nothing was adopted.

The right way of handling this is to first vote on the proposed amendment to lower the amount, and once that is decided, vote on the motion as (possibly) amended.  You don't have to be any more formal than necessary, but you should be as formal as necessary.  If you completely reject formality to the point where you don't bother to make sure you know exactly what's being decided, then that's not formal enough.

Discussion (debate) during consideration of a motion is significant in that it might convince others to change their point of view.  But unless you take the vote, you'll never know if it worked.  A 6-5 vote would have authorized it, but I think you're actually talking about a 5-6 vote.  Five Yes, six No.

Edited by Gary Novosielski
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Hello Gary-

Thanks for the early reply.

"Sloppy" yes, because of the CORVID-19 Zoom format of the meeting.

The President ordered a combined vote: Yes if you agree to the Grant Officer's $50,000 proposal.

When that failed, with 5 yes and 6 no, the other, Trustee motion was declared the winner.

The issue is that the Executive Secretary did not record it as

"Thus, The Trustee's motion to grant $93,500  carries".

He recorded it as

"Thus, (the XXX ,Grantee- applicant)  will receive the full grant amount requested."

But of course the "full grant amount requested" ($ 85,000) was not on the table as a motion.

 

 

It was the original request that XXX,the Grantee has made, and it only came up in the discussion before the vote.

And, again,  you comment:

"...but I think you're actually talking about a 5-6 vote.  Five Yes, six No".

Precisely.

This was the President's inelegant and convoluted way of handling the two competing motions

in one vote, (trying to bolster the $50,000 motion which he supported.)

Indeed, it created some confusion.

The president explained that a Yes vote was for the $50,000 motion, and if that fails, then the other passes.

Once the voters understood that a No for one is a Yes for the other, the vote was taken again, as recorded.

 

As I've asked:
 
"In other words: Did the 6-5 vote authorize the $93,500 that was specified in the Trustee's motion,
or just the Grantee's request for $85,000 grant, (a sum that was brought up during the discussion, but never
properly incorporated into or used to amend the $93,500 motion?)".
 

 

Thanks

 

Yoram

 

 

 

 

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28 minutes ago, star1441 said:
As I've asked:
 
"In other words: Did the 6-5 vote authorize the $93,500 that was specified in the Trustee's motion,
or just the Grantee's request for $85,000 grant, (a sum that was brought up during the discussion, but never
properly incorporated into or used to amend the $93,500 motion?)".

Neither. A vote of five in the affirmative and six in the negative doesn't authorize anything.

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29 minutes ago, star1441 said:

"Sloppy" yes, because of the CORVID-19 Zoom format of the meeting.

The President ordered a combined vote: Yes if you agree to the Grant Officer's $50,000 proposal.

When that failed, with 5 yes and 6 no, the other, Trustee motion was declared the winner.

This is bad chairing. It has nothing to do with the format of the meeting.

No motion has been passed.

30 minutes ago, star1441 said:
"In other words: Did the 6-5 vote authorize the $93,500 that was specified in the Trustee's motion,
or just the Grantee's request for $85,000 grant, (a sum that was brought up during the discussion, but never
properly incorporated into or used to amend the $93,500 motion?)".

Neither.

The $50,000 motion was defeated. That is all that you have done.

You did not adopt either the $85,000 nor the $93,500 motions.

That is why I say the problem was not Zoom. It's the chair's duty to ensure everyone is clear on the motion that is being considered and what, exactly is being voted on.

 

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On 9/24/2020 at 10:46 AM, star1441 said:

Hello Gary-

Thanks for the early reply.

"Sloppy" yes, because of the CORVID-19 Zoom format of the meeting.

The President ordered a combined vote: Yes if you agree to the Grant Officer's $50,000 proposal.

When that failed, with 5 yes and 6 no, the other, Trustee motion was declared the winner.

The issue is that the Executive Secretary did not record it as

"Thus, The Trustee's motion to grant $93,500  carries".

He recorded it as

"Thus, (the XXX ,Grantee- applicant)  will receive the full grant amount requested."

But of course the "full grant amount requested" ($ 85,000) was not on the table as a motion.

 

 

It was the original request that XXX,the Grantee has made, and it only came up in the discussion before the vote.

And, again,  you comment:

"...but I think you're actually talking about a 5-6 vote.  Five Yes, six No".

Precisely.

This was the President's inelegant and convoluted way of handling the two competing motions

in one vote, (trying to bolster the $50,000 motion which he supported.)

Indeed, it created some confusion.

The president explained that a Yes vote was for the $50,000 motion, and if that fails, then the other passes.

Once the voters understood that a No for one is a Yes for the other, the vote was taken again, as recorded.

 

As I've asked:
 
"In other words: Did the 6-5 vote authorize the $93,500 that was specified in the Trustee's motion,
or just the Grantee's request for $85,000 grant, (a sum that was brought up during the discussion, but never
properly incorporated into or used to amend the $93,500 motion?)".
 

 

Thanks

 

Yoram

 

 

 

 

The amendment to the amount failed, but there was never a final vote on the unamended motion.

Therefore, no motion was passed.  The minutes are incorrect, and when they come up for approval they should be corrected to reflect that the motion was not voted on.   It could be renewed (made again) at the next meeting.

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On 9/26/2020 at 8:09 PM, Gary Novosielski said:

The amendment to the amount failed, but there was never a final vote on the unamended motion.

Therefore, no motion was passed.  The minutes are incorrect, and when they come up for approval they should be corrected to reflect that the motion was not voted on.   It could be renewed (made again) at the next meeting.

As I think I said in my response a few days ago, I agree. No motion has been adopted and no amount has been authorized. The minutes are incorrect and should be corrected. One of the previous motions can be renewed at the next meeting or a new motion for a different amount may be made.

Edited by Richard Brown
Added last sentence
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