No Parliamentary Authority

[Tomm]

When no parliamentary authority is stated in the corporate Bylaws where does one go to interpret or challenge a rule other than looking at the federal or state statutes?

Are the members simply at the mercy of the Chairs interpretation with no ability to appeal?

[George Mervosh]

See 1:5 and 2:19.

[Tomm]

On 7/20/2022 at 9:29 AM, George Mervosh said:

See 1:5 and 2:19.

So if I understand it correctly, 2:19 is kinda saying that if a set of rules has been established by the organization, and has been functioning under those rules, then those are what the organization would consider as being their parliamentary authority? 

With that said, then I would assume that any interpretation of any of those rules is entirely left up to members? Making-up interpretations on-the-go?

[Richard Brown]

On 7/20/2022 at 12:26 PM, Tomm said:

So if I understand it correctly, 2:19 is kinda saying that if a set of rules has been established by the organization, and has been functioning under those rules, then those are what the organization would consider as being their parliamentary authority? 

Tomm, i’m not quite understanding what you mean. Section 2:19 is referring to situation where there is no adopted parliamentary authority. However, any special rules of order which the society has adopted must, of course, be followed.

perhaps it will help if you explain what do you mean by “a set of rules has been established by the organization . . . .”

 

[Tomm]

On 7/20/2022 at 10:54 AM, Richard Brown said:

perhaps it will help if you explain what do you mean by “a set of rules has been established by the organization . . . .”

I was asked the following question by a colleague, " If they remove the reference to Robert's Rules of Order in the bylaws, does that mean RR isn't the fall back document when the bylaws are silent on an issue?"

To which my response was, "That's exactly what it means. If the Bylaws fail to establish a parliamentary authority, then all bets are off and your only guiding rules for the corporation comes from the federal and state statutes and whatever rules the boards now make-up! And when there's a question about a made-up rule...where do you go to get the answer when no other authority has been established?"  

I believe the point being, is that if RONR or some other recognized parliamentary authority isn't specified, then there really isn't any other place to go to clarify a rule or procedure other than the organization's own interpretation? Kinda like living in the Wild West! The guy with the fastest gun wins, or the Chair with the biggest ego! 

[Josh Martin]

On 7/20/2022 at 11:22 AM, Tomm said:

When no parliamentary authority is stated in the corporate Bylaws where does one go to interpret or challenge a rule other than looking at the federal or state statutes?

What sort of rule are we talking about?

If the rule in question is one found in parliamentary law, but not found in the organization's rules, then what is said in a parliamentary authority (such as RONR) may be "persuasive," but ultimately it is up to the organization itself to interpret the meaning of the rule in question (and whether the rule is to be considered applicable for the assembly).

If the rule in question is found in the organization's rules, then the organization's rule remains binding, and generally the meaning of the organization's rules will not change depending on whether or not the organization has an adopted parliamentary authority. RONR provides some guidance on these matters, but it is ultimately up to the organization to interpret its own rules.

In the event that there is an applicable federal, state, or local law on a matter, then of course the law takes precedence, but that is the case whether or not the organization has adopted a parliamentary authority.

"A deliberative assembly that has not adopted any rules is commonly understood to hold itself bound by the rules and customs of the general parliamentary law—or common parliamentary law (as discussed in the Introduction)—to the extent that there is agreement in the meeting body as to what these rules and practices are." RONR (12th ed.) 1:5

"Although it is unwise for an assembly or a society to attempt to function without formally adopted rules of order, a recognized parliamentary manual may be cited under such conditions as persuasive. Or, by being followed through long-established custom in an organization, a particular manual may acquire a status within the body similar to that of an adopted parliamentary authority." RONR (12th ed.) 2:19

On 7/20/2022 at 11:22 AM, Tomm said:

Are the members simply at the mercy of the Chairs interpretation with no ability to appeal?

No. They are at the mercy of the interpretations of their fellow members. The chair makes the initial ruling on questions of order, but the ultimate authority rests with the assembly. The difference is that without a parliamentary authority, there are no "guard rails," and the decisions are up to the whims of the chair and the assembly. Indeed, avoiding this problem is one of the primary reasons to formally adopt rules.

"And whether these forms be in all cases the most rational or not, is really not of so great importance. It is much more material that there should be a rule to go by, than what that rule is; that there may be an uniformity of proceeding in business, not subject to the caprice of the Speaker [presiding officer], of captiousness of the members. It is very material that order, decency, and regularity be preserved in a dignified public body." Thomas Jefferson, A Manual of Parliamentary Practice

On 7/20/2022 at 1:09 PM, Tomm said:

I was asked the following question by a colleague, " If they remove the reference to Robert's Rules of Order in the bylaws, does that mean RR isn't the fall back document when the bylaws are silent on an issue?"

I would add "or special rules of order," but ultimately the answer to this question is "yes." If the organization has no formally adopted parliamentary authority, then when the organization's rules are silent on an issue, the assembly itself will need to decide how the rules apply. The same as in organizations with a parliamentary authority, such matters are delegated to the chair, but the assembly may take its power back for itself in any particular case by means of an Appeal. RONR might well be cited as persuasive in such cases, but the assembly is free to decide on a different interpretation of the common parliamentary law if it wishes.

On 7/20/2022 at 1:09 PM, Tomm said:

To which my response was, "That's exactly what it means. If the Bylaws fail to establish a parliamentary authority, then all bets are off and your only guiding rules for the corporation comes from the federal and state statutes and whatever rules the boards now make-up! And when there's a question about a made-up rule...where do you go to get the answer when no other authority has been established?"  

Well, I don't know that RONR is always that helpful in interpreting made-up rules either. As an example, I don't think adopting RONR has helped your organization make heads or tails of what its "three readings" rule means.

I think the bigger problem is what happens in the cases where there is no rule on a subject.

On 7/20/2022 at 1:09 PM, Tomm said:

I believe the point being, is that if RONR or some other recognized parliamentary authority isn't specified, then there really isn't any other place to go to clarify a rule or procedure other than the organization's own interpretation? Kinda like living in the Wild West! The guy with the fastest gun wins, or the Chair with the biggest ego! 

This is an accurate summary, although I again think the larger issue will be in cases where an organization has not adopted rules. If an organization adopts rules that make no sense, that's going to be a problem whether or not the organization has a parliamentary authority.

Edited July 20, 2022 at 06:31 PM by Josh Martin

[Tomm]

On 7/20/2022 at 11:30 AM, Josh Martin said:

The difference is that without a parliamentary authority, there are no "guard rails," and the decisions are up to the whims of the chair and the assembly.

That's pretty much the point I was trying to address!

As a side note! 

On 7/20/2022 at 11:30 AM, Josh Martin said:

I don't think adopting RONR has helped your organization make heads or tails of what its "three readings" rule means.

That Bylaw has since been amended. The once, two meetings a month requiring 3 readings has turned into one meeting a month with 2 readings. The second meeting has been turned into a Member/Board Exchange where Members get pretty much unlimited time to address the Board with their concerns. The Board is then suppose to address those concerns and have a reply at the next Member/Board Exchange! The jury is still out on that!

[Drake Savory]

I was just reading 1.5 the other day.  The fallback is general parliamentary law.  But here is the caveat - "to the extent there is agreement in the meeting body as to what these rules and practices are."

Given the general ignorance of parliamentary law that might be a sticking point.  I'm sure the body would agree as to a majority of members for a quorum and majority vote to pass a main motion, but beyond that it may be tricky, especially with questions on a higher voting standard that impacts the rights of the minority or to undo/amend motions previous adopted.  I even had a president of an organization think a coin-flip to settle a tied election was "parliamentary law" because they knew town council elections were settled that way.  Or many people that think if the Chair stands up, yells the meeting is adjourned and storms out the meeting that under "parliamentary law" the meeting is over. 

[Josh Martin]

On 7/21/2022 at 2:19 PM, Drake Savory said:

Given the general ignorance of parliamentary law that might be a sticking point.  I'm sure the body would agree as to a majority of members for a quorum and majority vote to pass a main motion, but beyond that it may be tricky, especially with questions on a higher voting standard that impacts the rights of the minority or to undo/amend motions previous adopted.  I even had a president of an organization think a coin-flip to settle a tied election was "parliamentary law" because they knew town council elections were settled that way.  Or many people that think if the Chair stands up, yells the meeting is adjourned and storms out the meeting that under "parliamentary law" the meeting is over. 

Indeed. Problems like these are, in large part, what led to the development of Robert's Rules of Order in the first place.

"In 1867 Robert was promoted to Major and ordered to San Francisco, which was then a turbulent community made up of people recently arrived from every state. As he and his wife worked with persons from different parts of the country in several organizations seeking to improve social conditions there, they found themselves in the midst of a strange situation. Remarking on it many years later, in a lecture in Cincinnati, he stated that “Friction as to what constituted parliamentary law was indeed no uncommon thing.” Each member of these organizations had brought from his home state different and often strong convictions as to what were correct parliamentary rules, and a presiding officer usually followed the customs of the locality from which he came. Under these conditions, confusion and misunderstanding had reached a point where issues of procedure consumed time that should have gone into the real work of the societies." RONR (12th ed.) pgs. xxxix-xl

[Drake Savory]

And 155 years later we still see it.  When people complain that Robert's Rules is too hard to master, I recommend that they get RONR In Brief (3rd ed.)