Definitions in Bylaws

[Tomm]

Do definition of terms belong in the bylaws or should they be documented separately.

[Gary Novosielski]

On 4/4/2022 at 5:24 PM, Tomm said:

Do definition of terms belong in the bylaws or should they be documented separately.

If the terms being defined are terms that are found in the bylaws, then it makes sense to define them in the bylaws.

[Joshua Katz]

I would say it doesn't just make sense; defining them somewhere else doesn't make a lot of sense. If the bylaws say to bring a cat, and some other document that is easier to amend defines cat as dog, you've changed the bylaws' effect without following the rules for their amendment.

[Tomm]

On 4/4/2022 at 4:25 PM, Joshua Katz said:

it doesn't just make sense; defining them somewhere else doesn't make a lot of sense.

I was just wondering if, perhaps, they belonged under standing rules where they would be printed under a separate heading in the same booklet as the bylaws?

[Josh Martin]

On 4/4/2022 at 4:24 PM, Tomm said:

Do definition of terms belong in the bylaws or should they be documented separately.

I think what sort of terms are being defined may make a difference.

If the term in question is one which is already defined elsewhere (applicable law, the parliamentary authority, the dictionary), the organization is following that definition, and the purpose of the definition is simply to inform members of the existing definition, then it may be preferable to have such an informational sheet as a separate document.

On the other hand, if the bylaws are creating a new term, or using an existing term in a manner which is unique to the society, then there is no doubt that the definitions of these terms belong in the bylaws.

On 4/4/2022 at 6:34 PM, Tomm said:

I was just wondering if, perhaps, they belonged under standing rules where they would be printed under a separate heading in the same booklet as the bylaws?

Provided the term in question originates from the bylaws, no, I don't think this is appropriate, unless the bylaws specifically provide that the term in question shall be defined in the standing rules. In addition, terms certainly should not be defined in the standing rules unless the term in question relates to rules in the nature of standing rules (as opposed to rules of order).

As Mr. Katz has noted, the standing rules cannot conflict with the bylaws. To attempt to define terms used in the bylaws in the standing rules (unless this is explicitly authorized by the bylaws) seems like an attempt to find a loophole in that rule.

It may help if you were able to provide an example of what you had in mind.

Edited April 4, 2022 at 11:41 PM by Josh Martin

[Tomm]

On 4/4/2022 at 4:39 PM, Josh Martin said:

It may help if you were able to provide an example of what you had in mind.

Some of the terms in the current bylaws are:

Cardholder, Cardholder Privileges, Chartered Clubs, Company, Corporate Documents, Member Privileges, Senior Management...

[Josh Martin]

On 4/4/2022 at 6:46 PM, Tomm said:

Some of the terms in the current bylaws are:

Cardholder, Cardholder Privileges, Chartered Clubs, Company, Corporate Documents, Member Privileges, Senior Management...

Thank you. My view is that if these terms are used in the bylaws, they should be defined in the bylaws. Since there are so many of them, it may be desirable to create an entire section of "Definitions."

Perhaps the only one that would not need to be defined in the bylaws is "Company," as that word has a standard definition. So to the extent the bylaws use the term in the same way, a definition may not be needed.