Jump to content
The Official RONR Q & A Forums

Proviso for bylaws amendment


Glen Hall

Recommended Posts

I have not had the occasion to write a proviso, but one is needed, in my opinion, in the following scenario.  I have written one and look to suggestions if it needs improvement, or if you have another suggestion as a solution for this scenario.

Current Bylaws read:

A.  COMPOSITION.  All standing committees of this Association, except as otherwise provided for in these Bylaws, shall be composed of voting members representing the four territorial divisions, with one or more members representing each of the four divisions and one or more newly-licensed members defined as those licensed within the ten years prior to their nomination and election.  The newly-licensed member(s) shall be non-voting and appointed by the Chair of their respective standing committee.  

 

B.  NOMINATIONS.  Nominations for all standing committees shall be proposed by the President-elect with the approval of the Board of Directors.  The President-Elect in consultation with the respective divisional officers shall submit such recommended nominations to the Board of Directors at the last Board meeting prior to the Annual Session. Additional nominations may be made by the House of Delegates unless otherwise provided for in these Bylaws.

 

C.  ELECTION.  The House of Delegates shall annually elect the standing committee members of this Association at the Annual Session in accordance with Chapter IV, Section 30Bc unless provided otherwise in these Bylaws.

 

SECTION 70.  TERM OF OFFICE.  Except as otherwise provided in these Bylaws, the term

of office of voting members of councils shall be four (4) years, the term of office for the

newly-licensed member shall be two (2) years.  The consecutive tenure of a member of a

council shall be limited to two (2) full terms, except as otherwise provided for in these

Bylaws.

 

An amendment to the bylaws is proposed so that the newly-licensed member will have the power to vote and no longer be appointed by the Chair of the standing committee; the proposed amendment is to strike the last sentence highlighted in the 1st paragraph.  If the amendment is adopted the section would read:

 

COMPOSITION.  All standing committees of this Association, except as otherwise provided for in these Bylaws, shall be composed of voting members representing the four territorial divisions, with one or more members representing each of the four divisions and one or more newly-licensed defined as those licensed within the ten years prior to their nomination and election. 

 

Some of the newly-licensed members have completed their 2-year term and others have completed only one year.

 

Adopting this amendment will cause the following questions to arise from the members:

  • 1.       Do current members get to complete their terms?

  • 2.       Must the current members who have another year to complete their term now be elected or can they continue as appointed?

  • 3.       Must new members to the standing committees be elected at this annual session?

 

My answers to these questions are:

  • 1.       Yes.  They were appointed in compliance with the Bylaws.  Their places were not eliminated by the amendment, only how they may become members.  The changes are not retroactive and only new standing committee members must be elected.

  • 2.       They may complete their terms without any additional actions by the president-elect or the House of Delegates.

  • 3.       Replacing any members of standing committees whose terms have expired must now comply with the newly-amended bylaws.  Openings for membership on standing committees in this newly-licensed member category that would have been filled this year by the Chair of the committee must now be nominated by teh president-elect and elected at this Annual Session.  Next year, all new members of standing committees must be nominated by the president-elect, approved by the board, and elected by the House of Delegates.

 

There has been some disagreement among the leadership of the Association as to the best way to make this clear.  My opinion is to provide a proviso that says:

 

Proviso:  All current members of standing committees shall complete their terms.  Newly-licensed standing committee members whose terms expire shall be nominated and elected in accordance with these bylaws.  This proviso shall expire at adjournment sine die of the 2024 House of delegates.

 

Feedback on the proviso, please.  And if you have a better solution, please let me know.

Glen

Link to comment
Share on other sites

I agree that as I read the language I would say that the existing members would complete their terms.  What's not as clear to me is whether these members are intended immediately to gain the right to vote.  I think they would, once that restriction is stricken, but you might want to make that clear.

I would insert, between committees and shall, the words: as of the date of adoption of this amendment.  And I would add at the end of that first sentence:  , and effective immediately shall have the right to vote.

On a side note, you might use this opportunity to remove the parenthesized digits that appear in three (3) places in Section 70 (seventy) for no apparent reason. 🙂

Link to comment
Share on other sites

After reading what has been posted, I'm sure that I do not fully understand what is going on, but two questions immediately come to mind.  If the proposed amendment is adopted, will there be any such thing as a non-voting member of a committee?  Is there a difference between committees and councils?

Link to comment
Share on other sites

On 4/29/2023 at 2:08 PM, Dan Honemann said:

After reading what has been posted, I'm sure that I do not fully understand what is going on, but two questions immediately come to mind.  If the proposed amendment is adopted, will there be any such thing as a non-voting member of a committee?  Is there a difference between committees and councils?

I tried to remove all references to Councils, but obviously I missed.  Councils are a form of standing committees.  When the bylaws amendment is adopted, there will be no non-voting members on the standing committees.  There is other language in there that could be made cleaner, like dropping the word "voting" as you are probably referencing.

What is going on is that there have been newly-licensed members appointed to the standing committees by the chair as non-voting members of each standing committee in accordance with the present bylaws.  They now want the power to vote in these standing committees, so a bylaws amendment has been submitted to give them the power to vote.  I included the existing bylaws language and how the wording is being proposed to be amended by striking that one sentence.  If that is adopted, the newly-licensed members would have the power to vote when the amendment is adopted.

The language about nominations, elections, and terms was included since there would be questions about whether their terms would continue or start over, and on nominations and elections since the president-elect nominates the voting members and they are elected by the House of Delegates vs. the newly-licensed ones who were appointed by the chair of each standing committee.  Since this seemed to be a special place held on each standing committee for the newly-licensed member, there was some question as to whether they would continue to be appointed or elected, so language was included to clarify that they would be nominated and elected as the other members of the standing committees are nominated and elected, and the length of their terms would remain as two years.

I hope this helps.

 

On 4/29/2023 at 1:45 PM, Gary Novosielski said:

I agree that as I read the language I would say that the existing members would complete their terms.  What's not as clear to me is whether these members are intended immediately to gain the right to vote.  I think they would, once that restriction is stricken, but you might want to make that clear.

I would insert, between committees and shall, the words: as of the date of adoption of this amendment.  And I would add at the end of that first sentence:  , and effective immediately shall have the right to vote.

On a side note, you might use this opportunity to remove the parenthesized digits that appear in three (3) places in Section 70 (seventy) for no apparent reason. 🙂

Agree with  your suggestions, especially getting rid of the parenthetical numbers.  I have tried for years to get this group to do it, but they refuse 😕  They have their reasons which I refute, but alas ...

Link to comment
Share on other sites

Guest
Reply to this topic...

×   Pasted as rich text.   Paste as plain text instead

  Only 75 emoji are allowed.

×   Your link has been automatically embedded.   Display as a link instead

×   Your previous content has been restored.   Clear editor

×   You cannot paste images directly. Upload or insert images from URL.

Loading...
×
×
  • Create New...