Definition of a personal conflict

[Guest Sarah]

According to Robert's Rules:

Under the rules in RONR, no member can be compelled to refrain from voting simply because it is perceived that he or she may have some “conflict of interest” with respect to the motion under consideration. If a member has a direct personal or pecuniary (monetary) interest in a motion under consideration not common to other members, the rule in RONR is that the member should not vote on such a motion, but even then he or she cannot be compelled to refrain from voting.

We recently had a board meeting where a member had an adult daughter we were discussing to offer a position to and what their duties would be. We had already voted (without the members vote) to hire said person. On another meeting we were establishing their duties and responsibilities and we had a split decision (no including said members vote). Upon my research and reading the rule above I brought it to the attention of the board that no where in our bylaws does is specifically state said member could not vote and according to Robert's Rules we cannot compell said member not to vote. The member voted and broke the tie and we moved on with the meeting. The President however was very upset by this action on my end. I am just putting this out there to all of you to see what your thoughts are on how I proceeded with this. Was I correct in my push for the board to allow this member to vote?

[Josh Martin]

On 11/30/2021 at 12:24 AM, Guest Sarah said:

Was I correct in my push for the board to allow this member to vote?

The actions of yourself and the board in permitting this member to vote were entirely correct so far as Robert's Rules is concerned, as the quote you have provided indicates.

It may be prudent, however, for the board to research this matter further and possibly seek legal counsel for future reference, because applicable laws relating to various types of organizations quite frequently provide otherwise on this subject.

[Shmuel Gerber]

On 11/30/2021 at 1:24 AM, Guest Sarah said:

I am just putting this out there to all of you to see what your thoughts are on how I proceeded with this. Was I correct in my push for the board to allow this member to vote?

If the member believed that he had a direct personal or monetary interest in the motion, then you were not correct, because the rule is that the member should refrain from voting on such a question.

[Richard Brown]

On 11/30/2021 at 12:24 AM, Guest Sarah said:

Upon my research and reading the rule above I brought it to the attention of the board that no where in our bylaws does is specifically state said member could not vote and according to Robert's Rules we cannot compell said member not to vote. The member voted and broke the tie and we moved on with the meeting. The President however was very upset by this action on my end.

On 11/30/2021 at 12:24 AM, Guest Sarah said:

Was I correct in my push for the board to allow this member to vote?

It looks to me like guest Sarah got it right. She was correctly stating the rule to the membership that no number can be prevented from voting based upon a perceived conflict. I think the membership had no choice under RONR but to permit the member in question to vote. I do not see where she was arguing that the member “should“ vote, but that the member instead must be permitted to vote. There is a difference. I think she got it right.

I agree that the member in question perhaps should not have voted, but that is not the question. The question is whether the membership had the right to prevent the member from voting. 

[Tom Coronite]

Pointing out that a member should refrain from voting, versus pointing out that a member cannot be compelled to refrain from voting, perhaps is a matter of emphasis. But while I see the accuracy of both opinions expressed above, it does seem one’s emphasis is more closely aligned with the wording in RONR, to me anyway. Definitely worth no more than 2 cents, and likely even less. 🙂

[Shmuel Gerber]

On 11/30/2021 at 10:21 AM, Richard Brown said:

It looks to me like guest Sarah got it right. She was correctly stating the rule to the membership that no number can be prevented from voting based upon a perceived conflict. I think the membership had no choice under RONR but to permit the member in question to vote. I do not see where she was arguing that the member “should“ vote, but that the member instead must be permitted to vote.

I don't see where the OP states that the board had prevented the member from voting. She merely said that the member hadn't voted, whereupon she noted the rule that the member could not be compelled to refrain from voting, whereupon the member voted. It seems to me the member was encouraged to vote because he could not be compelled to refrain. If so, that was incorrect reasoning.

[Tom Coronite]

On 11/30/2021 at 10:21 AM, Richard Brown said:

The question is whether the membership had the right to prevent the member from voting. 

It’s more was the OP correct in what she describes as a “push” to let the member vote. I’m not sure pushing for something RONR says should not happen is best.

[Richard Brown]

On 11/30/2021 at 9:41 AM, Tom Coronite said:

I’m not sure pushing for something RONR says should not happen is best.

It is if the chair or the membership is trying to prevent the member from exercising his right to vote. I rank the “right to vote“ rule higher than the “should not vote“ rule. When push comes to shove, the right to vote absolutely must prevail.

The rule in RONR is about as specific and explicit as a rule can get. I don’t see where there is even any room to debate it.

Edited November 30, 2021 at 04:25 PM by Richard Brown
Added last paragraph

[Tom Coronite]

Fair enough. I suppose, then, I’m left to wonder why “should not vote” is even in there. I didn't see anything in the OP that the member was being prevented from voting.

Edited November 30, 2021 at 04:41 PM by Tom Coronite

[Gary Novosielski]

On 11/30/2021 at 11:22 AM, Richard Brown said:

It is if the chair or the membership is trying to prevent the member from exercising his right to vote. I rank the “right to vote“ rule higher than the “should not vote“ rule. When push comes to shove, the right to vote absolutely must prevail.

The rule in RONR is about as specific and explicit as a rule can get. I don’t see where there is even any room to debate it.

The debate is not about whether the member in this instance has the right to vote.  That is an absolute right.  

But I am not the first to note that having the right to do something does not make it the right thing to do.  And in this case, RONR states quite clearly that, notwithstanding having the right to vote, there are times when one simply should not vote.  RONR merely points out that members have the right to do things they should not do, i.e., to do wrong.

So without weighing in on the specifics of this case, which I think are a matter for interpretation, I will say that it is reasonable to be annoyed with a person who urges a member to do wrong.

[Shmuel Gerber]

On 11/30/2021 at 10:21 AM, Richard Brown said:

I agree that the member in question perhaps should not have voted, but that is not the question. The question is whether the membership had the right to prevent the member from voting. 

Based on the facts presented, it seems to me that has become the question only for those who want to make it the question.

On 11/30/2021 at 11:22 AM, Richard Brown said:

I rank the “right to vote“ rule higher than the “should not vote“ rule. When push comes to shove, the right to vote absolutely must prevail.

The two rules are not in conflict, because RONR provides that no one other than the member gets to decide whether that member casts a vote.

On 11/30/2021 at 11:22 AM, Richard Brown said:

The rule in RONR is about as specific and explicit as a rule can get. I don’t see where there is even any room to debate it.

But there are two rules we are talking about. One is "No member should vote on a question in which he has a direct personal or pecuniary interest not common to other members of the organization." The other is "However, no member can be compelled to refrain from voting in such circumstances." We are not debating either rule. We are debating why the second rule is being brought to bear when the first rule should be resorted to first.

[Gary Novosielski]

On 11/30/2021 at 11:52 AM, Shmuel Gerber said:

Based on the facts presented, it seems to me that has become the question only for those who want to make it the question.

The two rules are not in conflict, because RONR provides that no one other than the member gets to decide whether that member casts a vote.

But there are two rules we are talking about. One is "No member should vote on a question in which he has a direct personal or pecuniary interest not common to other members of the organization." The other is "However, no member can be compelled to refrain from voting in such circumstances." We are not debating either rule. We are debating why the second rule is being brought to bear when the first rule should be resorted to first.

And the principles of interpretation hold that the specific outweighs the general.

So when the general rule is that a member should vote on all matters on which he has an opinion, but the specific rule is that he should not vote in cases of special interest, then the latter should apply.

[Richard Brown]

On 11/30/2021 at 11:45 AM, Gary Novosielski said:

And the principles of interpretation hold that the specific outweighs the general.

So when the general rule is that a member should vote on all matters on which he has an opinion, but the specific rule is that he should not vote in cases of special interest, then the latter should apply.

I agree.  But would you agree that another specific rule also comes into play if the member wants to vote anyway, and that rule is that no member may be prevented from voting, even in those situations in which he should not vote?

To me, in the hierarchy of those particular rules, the rule that no member may be prevented from voting (outside of disciplinary procedures, etc) trumps the first two and the member must be permitted to vote if he insists on it.  The last sentence of §45:4 seems so crystal clear that I don't see where there is any wiggle room:  "However, no  member can be compelled to refrain from voting in such circumstances."  I think that's about as clear as it gets in RONR.

Now, I will agree that if the member insists on voting when all of the other members think he should have abstained, he might face push back, being ostracized, and other consequences from the other members, but that is fodder for another thread.

I also want to point out that we are having this discussion without having any real knowledge about just what the discussion was regarding this member voting or whether Guest Sarah was actually encouraging him to vote or merely standing up for his right to vote. I interpret her comments as being the latter.  If that's the case, she was absolutely doing the right thing.  Others might interpret the situation differently.

[Josh Martin]

On 11/30/2021 at 10:52 AM, Shmuel Gerber said:

Based on the facts presented, it seems to me that has become the question only for those who want to make it the question.

The two rules are not in conflict, because RONR provides that no one other than the member gets to decide whether that member casts a vote.

But there are two rules we are talking about. One is "No member should vote on a question in which he has a direct personal or pecuniary interest not common to other members of the organization." The other is "However, no member can be compelled to refrain from voting in such circumstances." We are not debating either rule. We are debating why the second rule is being brought to bear when the first rule should be resorted to first.

My understanding of the facts was that there had been some misunderstanding that members were, in fact, prohibited from voting (perhaps due to a statement to this effect), and it was for this reason that the member pointed out the clarification regarding the relevant rule. My answer was based on that understanding of the facts. While I agree there is nothing in the original post explicitly stating that there was some misunderstanding in this matter, I suppose I gave the OP the benefit of the doubt in assuming that her statement was a logical response to something which had occurred.

If it is instead the case that the member, apropos of nothing, pointed out the fact that members who have a personal or pecuniary interest are not prohibited from voting (at least not due to any rule in RONR), then I am in agreement that such a statement appears to encourage the member to vote, and that certainly casts the statement in a different light. If such a statement is made in isolation, it may give the impression that members can and should vote whenever they wish, which is of course not correct.

Edited November 30, 2021 at 10:26 PM by Josh Martin