Do all motions require the Board to take to the floor for second debate and vote?

[NSPOAEC]

Do all motions require the Board of the association take to the floor at an association meeting for a second, debate, and vote?  For an example, we had a member that was fined and the member paid the fine.  However, at the membership meeting, under new business, a member made a motion to return the member that was fined their money.  The motion was seconded, and it carried with majority.  Our governing documents have given the right to the board to fine members in violations. Can these fines be reversed by a motion?  Do all motions have to be brought to the floor regardless of the nature of the motion? 

[Joshua Katz]

On 8/24/2023 at 9:55 AM, NSPOAEC said:

Do all motions require the Board of the association take to the floor at an association meeting for a second, debate, and vote? 

I'm not quite sure what this means, although I'll comment that the board, as such, is not in session at membership meetings. The membership is in session. The board is not even present, even if its individual members may be. So there are no circumstances where the board should be "taking to the floor."

On 8/24/2023 at 9:55 AM, NSPOAEC said:

For an example, we had a member that was fined and the member paid the fine.  However, at the membership meeting, under new business, a member made a motion to return the member that was fined their money. 

Unless a matter is given by the bylaws to the board exclusively, the membership may rescind or amend a board decision. So you'd need to scrutinize the language used to empower the board to fine members to determine the full answer to this question.

On 8/24/2023 at 9:55 AM, NSPOAEC said:

Do all motions have to be brought to the floor regardless of the nature of the motion? 

If a motion is properly made and seconded, and is in order, the chair must place it before the assembly. I'm not sure what you're asking beyond that; can you clarify?

[NSPOAEC]

Our association (HOA/POA) has monthly membership meetings that the board of directors are in charge of conducting.  My Question regarding do all motions have to be brought to the floor regardless of the nature such as making a motion to cease all collections of maintenance fees, to reverse maintenance increases, to make a motion to have the association pay back late fees assessed on delinquent dues to our members. Those types of motions, how should the board respond to that?

[Josh Martin]

On 8/24/2023 at 9:55 AM, NSPOAEC said:

Do all motions require the Board of the association take to the floor at an association meeting for a second, debate, and vote?  For an example, we had a member that was fined and the member paid the fine.  However, at the membership meeting, under new business, a member made a motion to return the member that was fined their money.  The motion was seconded, and it carried with majority.  Our governing documents have given the right to the board to fine members in violations. Can these fines be reversed by a motion?  Do all motions have to be brought to the floor regardless of the nature of the motion? 

In regard to the general question about whether motions must be "brought to the floor," a motion which has been properly made and seconded must be stated by the chair unless the motion is "out of order" - that is, the motion in some manner conflicts with the parliamentary authority or the organization's rules. In that instance, the chair would rule the motion "out of order," although such a ruling is subject to appeal and may be overturned by the assembly, by majority vote.

In regard to this particular matter, the question is whether the rules in the governing documents which "have given the right to the board to fine members in violations" grant the board "exclusive" authority in this area. It will ultimately be up to the organization to interpret its own rules.

"In any event, no action of the board can alter or conflict with any decision made by the assembly of the society, and any such action of the board is null and void (see 56:41 and 23:9). Except in matters placed by the bylaws exclusively under the control of the board, the society's assembly can give the board instructions which it must carry out, and can rescind or amend any action of the board if it is not too late (see 35)." RONR (12th ed.) 49:7

On 8/24/2023 at 10:35 AM, NSPOAEC said:

Our association (HOA/POA) has monthly membership meetings that the board of directors are in charge of conducting.  My Question regarding do all motions have to be brought to the floor regardless of the nature such as making a motion to cease all collections of maintenance fees, to reverse maintenance increases, to make a motion to have the association pay back late fees assessed on delinquent dues to our members. Those types of motions, how should the board respond to that?

So first, I don't know what you mean by "how should the board respond to that?". The board doesn't do anything at meetings of the membership, and your statement that "the board of directors are in charge of conducting" the membership meetings is incorrect so far as RONR is concerned. The chair (who may well also be the chair of the board) is the one who conducts the meetings and, as noted above, is the one who determines whether to state the question on the motion.

Any motion which has been properly made and seconded must be stated by the chair, unless that motion conflicts with some rule, in which case, the motion can must be ruled out of order. The chair cannot refuse to state the question on a motion simply on the basis that the motion, in the opinion of the chair or the board, is a bad idea.

In regard to the particular examples of "cease all collections of maintenance fees, to reverse maintenance increases, to make a motion to have the association pay back late fees assessed on delinquent dues to our members," the organization will have to refer to its own rules to determine whether these motions conflict with the organization's rules.

I will also note that as an HOA, this organization is also undoubtedly subject to various legal requirements which will supersede RONR, so it may also be advisable to consult an attorney on these matters.

Edited August 24, 2023 at 03:42 PM by Josh Martin

[Joshua Katz]

On 8/24/2023 at 10:35 AM, NSPOAEC said:

Our association (HOA/POA) has monthly membership meetings that the board of directors are in charge of conducting. 

By the bylaws say that, or has the board simply been running them?

On 8/24/2023 at 10:35 AM, NSPOAEC said:

My Question regarding do all motions have to be brought to the floor regardless of the nature such as making a motion to cease all collections of maintenance fees, to reverse maintenance increases, to make a motion to have the association pay back late fees assessed on delinquent dues to our members. Those types of motions, how should the board respond to that?

Either these matters are within the power of the membership to decide, or they are not. The answer is going to lie in your bylaws, but as a general matter, the membership can pass motions on any matter relating to governing the organization unless the bylaws assign that decision exclusively to the board. Looking at them in particular:

Cease maintenance fees: where are maintenance fees mandated? If the bylaws mandate them, the motion is out of order. If the bylaws only authorize them, then check who the bylaws tell to set them, and whether or not that language is exclusive.

Reverse maintenance increases: In general, the membership can rescind or amend decisions of the board, subject to the comments above.

Pay back late fees: Where are the late fees found?

[Gary Novosielski]

On 8/24/2023 at 11:35 AM, NSPOAEC said:

Our association (HOA/POA) has monthly membership meetings that the board of directors are in charge of conducting.

This is not in accordance with the rules in RONR.  I suspect that if you check further, you will find that these are in fact board meetings, which the general membership is permitted to attend and observe.  

[Josh Martin]

On 8/24/2023 at 12:37 PM, Gary Novosielski said:

This is not in accordance with the rules in RONR.  I suspect that if you check further, you will find that these are in fact board meetings, which the general membership is permitted to attend and observe.  

Oh, I don't know. It wouldn't be the first time someone has (incorrectly) claimed that the board "runs" a general membership meeting.

Edited August 24, 2023 at 05:54 PM by Josh Martin

[NSPOAEC]

Our association is like a HOA or POA. We have monthly board meetings and Monthly membership meetings on the same day of the month. The board meetings in the morning followed by the association membership meeting in the afternoon. The members are allowed to attend the board meetings. Then the board attends and conducts the membership meetings in the afternoon as well. I know it is not a conventional practice. Our bylaws do state that this is how board and membership meetings are to be conducted and always has been past practice since our association was established. We are a privately owned campground where each member owns their own lots and pays monthly Maintenace fees to maintain the campground and the facilities.  Our association manages itself.  I am new to the board and trying to understand what is allowed and not allowed when it comes to types of motions that can be made such as in the case I stated above where a member made a motion that the association reimburse back the fine issued for violation of our governing documents. 

[Joshua Katz]

On 8/24/2023 at 2:57 PM, NSPOAEC said:

I am new to the board and trying to understand what is allowed and not allowed when it comes to types of motions that can be made such as in the case I stated above where a member made a motion that the association reimburse back the fine issued for violation of our governing documents. 

The general rule is that the membership could do something like this, unless the matter is given exclusively to the board by the bylaws. In any conflict between the two, unless the bylaws say otherwise, the membership is in charge, and the board serves it. At least, that's true as far as the rules in RONR apply. As a organization like an HOA or POA, there may be applicable rules that reshape that relationship.

[Josh Martin]

On 8/24/2023 at 2:57 PM, NSPOAEC said:

We have monthly board meetings and Monthly membership meetings on the same day of the month. The board meetings in the morning followed by the association membership meeting in the afternoon. The members are allowed to attend the board meetings. Then the board attends and conducts the membership meetings in the afternoon as well.

Our bylaws do state that this is how board and membership meetings are to be conducted and always has been past practice since our association was established.

Okay, but do your bylaws in fact say that the board "conducts" the membership meetings? Everything else you said seems fine to me.

And if your bylaws do in fact say that the board "conducts" the membership meetings, how does this work in practice? What is your understanding of what this actually means?

[Gary Novosielski]

On 8/24/2023 at 1:54 PM, Josh Martin said:

Oh, I don't know. It wouldn't be the first time someone has (incorrectly) claimed that the board "runs" a general membership meeting.

No argument there!  In fact, that was going to be my response originally but it occurred to me that these are monthly regular meetings associated with an HOA and, though my knowledge of the internal workings of HOAs is mercifully limited, this sounds a lot like the frequency of a typical board meeting.  And it's common that general members can attend those, which can give the impression (incorrectly) that there exists some kind of similar blending in the other direction.

In either case, it is important to distinguish exactly what body is in session in order to determine what should be happening.

[Atul Kapur]

On 8/24/2023 at 9:01 PM, Gary Novosielski said:

which can give the impression (incorrectly) that there exists some kind of similar blending in the other direction.

In either case, it is important to distinguish exactly what body is in session in order to determine what should be happening

It is also important to continue and read on to the post immediately following the one you replied to, where all is explained and confusing responses can be avoided.  😉

Edited August 25, 2023 at 05:39 AM by Atul Kapur

[Gary Novosielski]

On 8/25/2023 at 1:38 AM, Atul Kapur said:

It is also important to continue and read on to the post immediately following the one you replied to, where all is explained and confusing responses can be avoided.  😉

That's fine advice, except that post occurred after my reply and Josh's reply to my reply, so without a time machine it's difficult to implement.  Besides, that sentence was intended to express a general rule, not a specific reference to this thread.

But thanks for your input.  I can't tell you how much I appreciate it. 😇

[Atul Kapur]

I was commenting on your post at 9:01 pm which quoted Josh's post timestamped 1:54 pm.

On 8/24/2023 at 1:54 PM, Josh Martin said:

Oh, I don't know. It wouldn't be the first time someone has (incorrectly) claimed that the board "runs" a general membership meeting.

The reply that I referred to is timestamped 3:57 pm.

On 8/24/2023 at 3:57 PM, NSPOAEC said:

Our association is like a HOA or POA. We have monthly board meetings and Monthly membership meetings on the same day of the month. The board meetings in the morning followed by the association membership meeting in the afternoon. 

And to keep everything in chronological order, your post that I replied to is timestamped 9:01pm.

On 8/24/2023 at 9:01 PM, Gary Novosielski said:

No argument there!  In fact, that was going to be my response originally but it occurred to me that these are monthly regular meetings associated with an HOA and, though my knowledge of the internal workings of HOAs is mercifully limited, this sounds a lot like the frequency of a typical board meeting.  And it's common that general members can attend those, which can give the impression (incorrectly) that there exists some kind of similar blending in the other direction.

In either case, it is important to distinguish exactly what body is in session in order to determine what should be happening.

 

[Gary Novosielski]

On 8/25/2023 at 5:48 PM, Atul Kapur said:

I was commenting on your post at 9:01 pm which quoted Josh's post timestamped 1:54 pm.

The reply that I referred to is timestamped 3:57 pm.

And to keep everything in chronological order, your post that I replied to is timestamped 9:01pm.

 

Yes, and my original post that Josh replied to occurred prior to Josh's reply.  That's how time works.  And my reply to him was about my thinking as it had occurred even earlier than my original post, because that's how thought works.  I admit to hitting Quote on his message because his was the message I wanted to reply to.  I know, right? 

Yes, another post came in between those.  But I don't think it can be said that all was explained therein.  Still, to help in the goal of reducing confusing responses, this will be my last on the subject.

If you are not part of the solution, you are part of the precipitate.