Motion to approve

[Guest Big John]

So a motion was made to do more research before approving a donation to a cause but it never got a second. A new motion was made to give the donation, seconded and approved  by the majority. Someone said there was still a motion on the floor, referring to the first motion. The original motion to wait for research was then seconded and approved. By this approval, was the motion to approve the spending nullified?

 Our organization requires approval of such spending to only happen if it is voted on at two monthly meetings, so it could be interpreted that the first approved motion still holds and the discussion on feasibility referenced in the second approved motion, would be done at the next meeting and then set up for a final motion to donate the money.

[Josh Martin]

On 10/13/2022 at 10:19 AM, Guest Big John said:

So a motion was made to do more research before approving a donation to a cause but it never got a second. A new motion was made to give the donation, seconded and approved  by the majority. Someone said there was still a motion on the floor, referring to the first motion. The original motion to wait for research was then seconded and approved. By this approval, was the motion to approve the spending nullified?

This situation was handled rather poorly. The members were not correct that "there was still a motion on the floor." The motion in question was never "on the floor" to begin with as it never received a second. While certainly additional motions are in order, the chair should have sought clarity on what was the intent of the second motion, rather than letting officers guess after the fact.

In any event, however, the organization is now stuck with the motions that were adopted. Based upon the other facts presented, it would seem to me there is an interpretation which allows both motions to be carried out, and therefore it seems that interpretation should be followed. I do not think it would be reasonable to interpret the second motion as "nullifying" the first. If it was the intent to reconsider or rescind the original motion, this should have been specifically stated.

On 10/13/2022 at 10:19 AM, Guest Big John said:

 Our organization requires approval of such spending to only happen if it is voted on at two monthly meetings, so it could be interpreted that the first approved motion still holds and the discussion on feasibility referenced in the second approved motion, would be done at the next meeting and then set up for a final motion to donate the money.

I think that is the most reasonable interpretation in the circumstances.

Edited October 13, 2022 at 03:27 PM by Josh Martin

[Alicia Percell, PRP]

I see this a little differently than the esteemed Mr. Martin.  I agree with his first paragraph, that the first attempt for a motion "to do more research before approving a donation to a cause" which was never seconded was never "on the floor."

But then the OP says a new motion was adopted, "to give the donation" without a need for more research first.

After that, apparently believing that they had to dispose of the original motion, and apparently with no one raising the point of order that it had not been seconded, the assembly took up the original motion to do more research before approving the donation, and that also received a majority vote.

These seem like conflicting motions to me.  One requires research before approving the donation, and the other is to allow a donation without a requirement for research.

With this view, after they approved giving the donation (without research), the motion to require research before approving the donation should have been ruled out of order because of the conflict.  The assembly could have used Amend Something Previously Adopted to add the research requirement to the just-adopted motion.  Or there could have been a motion to reconsider the donate-without-research motion, and potentially to amend it before voting again.  Or they could have rescinded the donate-without-research motion.

None of those things was done, so we're left with what DID happen.  RONR 39:5-7, under the heading "improper motions" indicates that (underline added):

"Likewise, apart from motions to Rescind or to Amend Something Previously Adopted (35), motions are not in order if they conflict with one or more motions previously adopted at any time and still in force.  Such conflicting motions, if adopted, are null and void unless adopted by the vote required to rescind or amend the motion previously adopted."

So with this view, the second motion would be null and void unless the vote on it was high enough to meet the thresholds for amending it -- which is (a) majority with notice, or (b) two-thirds, or (c) majority of membership.  So either one of the two could be the winner of the conflict, depending on the math of the second vote.

[Josh Martin]

On 10/14/2022 at 5:31 PM, Alicia Percell, PRP said:

I see this a little differently than the esteemed Mr. Martin.  I agree with his first paragraph, that the first attempt for a motion "to do more research before approving a donation to a cause" which was never seconded was never "on the floor."

But then the OP says a new motion was adopted, "to give the donation" without a need for more research first.

After that, apparently believing that they had to dispose of the original motion, and apparently with no one raising the point of order that it had not been seconded, the assembly took up the original motion to do more research before approving the donation, and that also received a majority vote.

These seem like conflicting motions to me.  One requires research before approving the donation, and the other is to allow a donation without a requirement for research.

With this view, after they approved giving the donation (without research), the motion to require research before approving the donation should have been ruled out of order because of the conflict.  The assembly could have used Amend Something Previously Adopted to add the research requirement to the just-adopted motion.  Or there could have been a motion to reconsider the donate-without-research motion, and potentially to amend it before voting again.  Or they could have rescinded the donate-without-research motion.

None of those things was done, so we're left with what DID happen.  RONR 39:5-7, under the heading "improper motions" indicates that (underline added):

"Likewise, apart from motions to Rescind or to Amend Something Previously Adopted (35), motions are not in order if they conflict with one or more motions previously adopted at any time and still in force.  Such conflicting motions, if adopted, are null and void unless adopted by the vote required to rescind or amend the motion previously adopted."

So with this view, the second motion would be null and void unless the vote on it was high enough to meet the thresholds for amending it -- which is (a) majority with notice, or (b) two-thirds, or (c) majority of membership.  So either one of the two could be the winner of the conflict, depending on the math of the second vote.

I would agree with this analysis except for the fact that, apparently, the motion "to give the donation" is not yet final under the organization's rules.

On 10/13/2022 at 10:19 AM, Guest Big John said:

Our organization requires approval of such spending to only happen if it is voted on at two monthly meetings,

So it is not clear to me that the first vote on this matter is, in fact, in conflict with a motion to require research before approving the donation, because a donation is not actually "approved" under the organization's rules until it has been affirmatively voted on twice.

[Gary Novosielski]

On 10/14/2022 at 7:41 PM, Josh Martin said:

So it is not clear to me that the first vote on this matter is, in fact, in conflict with a motion to require research before approving the donation, because a donation is not actually "approved" under the organization's rules until it has been affirmatively voted on twice.

I think since both motions were approved (although in a bass ackward manner) the research should be carried out, and presented at the next meeting.  At that point, however, I think the motion to donate the money could be moved again, and take effect immediately, since that will be the second time it was voted on.

[Richard Brown]

I think we need to see for ourselves exactly what the bylaw requirement is regarding certain spending motions having to be adopted at two meetings in a row. We also need to know if either one of these two motions was adopted at the previous meeting and if one or both of them are the type that need to be adopted at two meetings.

if it were not for the “adoption at two meetings“ provision, I would agree with Ms. Percell. However, this two meeting provision and the uncertainty as to whether either motion was previously adopted is complicating things.  At the moment, I don’t have an answer.

Guest Big John, what about that? Can you provide us with the exact verbatim wording of this “two meetings“ provision?  Also, please tell us if either motion was adopted at a previous meeting and also tell us whether you consider both motions to be the type that need to be adopted at two meetings.

i’m afraid this is something your organization is going to have to work out for itself because of its unique rules, but I’m not quite ready to give up just yet.

Edited to add: The more I think about this, the more I believe that as far as this particular meeting goes, I agree with Ms. Percell and believe that the first motion to spend the money is the one that stands as validly adopted AT THIS MEETING unless it can be shown that the second motion to do more research was adopted by a vote sufficient to amend or rescind something previously adopted.

Edited October 15, 2022 at 04:33 PM by Richard Brown
Added last paragraph

[Alicia Percell, PRP]

I'm still debating this with myself, too, and to help sort it out I agree with Mr. Brown that it would be helpful to have a verbatim copy of the bylaw which establishes the two-meeting requirement.  Its precise phrasing could impact how to apply it here.  And let's also take a look at the actual verbatim wording of the two motions in case there's something odd there.

I think Mr. Martin may have a good point that the improper motions passage which I cited addresses conflict with a motion "previously adopted at any time and still in force."  This argument would then say that the motion which first received a majority vote (to give the donation, no more research required) is not yet "in force" because it hasn't yet been twice-approved.  Then we could view the second motion as not yet conflicting with the first motion.  This would say both motions which received a majority vote are merely eligible for final approval at the second meeting.

Because of the OP's reference to the idea that the discussion of feasibility could happen at the next meeting, I got the impression that the meeting in which these two motions both received a majority vote was the first time they were voted on and not the second.  But I agree with Mr. Brown that we should confirm that.

What if when we see the bylaw and the wording of the motions, it turns out that the extra research itself isn't yet authorized until it is voted on a second time? Or it could be that only the donation element needs two approvals, and the research could go ahead happen before the next meeting, leaving only the question of the donation to still get a second vote.

Depending on the verbatim wording we're asking to see, it's possible that the first vote on these two two motions merely makes them eligible for final adoption at the next meeting, and the assembly can pick which they want at that time.  Or it could be that each motion has to be properly adopted at both the first and second meeting, in which case the conflicting motion argument would be in play.

Seeing the bylaw and the formal wording of the two motions might resolve these doubts, or we may still end up in a place where the members at the next meeting just need to interpret for themselves how the rules apply here.