Multiple Readings

[Tomm]

RONR is our organizations parliamentary authority.

The bylaws relating to the meetings of the Board of Directors states, in part, the following: "Motions made in Board meetings, excluding Executive Sessions, Special Sessions and the Exchanges, shall be read and passed a minimum of two times before finalized and acted upon unless readings are waived by two-thirds (2/3) majority of the Board (6)."

Question: Is this a violation of 49:15 and is there a possible work around?

 

[Atul Kapur]

By definition, the bylaws cannot violate RONR, as they are higher in authority than RONR.

As for a "work around," you appear to have provided the answer yourself: "unless readings are waived by two-thirds (2/3) majority of the Board (6)."

[Tomm]

On 9/4/2023 at 11:06 AM, Atul Kapur said:

By definition, the bylaws cannot violate RONR, as they are higher in authority than RONR.

What's the difference if there were a special rule of order providing for the multiple readings? Not sure I see a difference.

 

On 9/4/2023 at 11:06 AM, Atul Kapur said:

As for a "work around," you appear to have provided the answer yourself: "unless readings are waived by two-thirds (2/3) majority of the Board (6)."

So are you saying that this work around allows the multiple readings or are they still in violation of RONR?

[Joshua Katz]

On 9/4/2023 at 2:11 PM, Tomm said:

What's the difference if there were a special rule of order providing for the multiple readings? Not sure I see a difference.

 

There is none in this regard. Your special rules of order also outrank RONR.

 

On 9/4/2023 at 2:11 PM, Tomm said:

So are you saying that this work around allows the multiple readings or are they still in violation of RONR?

There is no violation.

[Atul Kapur]

On 9/4/2023 at 1:33 PM, Tomm said:

Question: Is this a violation of 49:15 and is there a possible work around?

 

On 9/4/2023 at 2:06 PM, Atul Kapur said:

By definition, the bylaws cannot violate RONR, as they are higher in authority than RONR.

 

On 9/4/2023 at 2:11 PM, Tomm said:

So are you saying that this work around allows the multiple readings or are they still in violation of RONR?

I am saying that that the bylaws are not and cannot be "in violation" of RONR. The work around makes no difference to that answer.

There is no requirement that the bylaws need to be in accordance with or follow the rules or spirit of the rules within RONR.
There is no requirement that the bylaws need to be in accordance with or follow fundamental principles of parliamentary law.

"...an assembly or society is free to adopt any rules it may wish (even rules deviating from parliamentary law) provided that, in the procedure of adopting them, it conforms to parliamentary law or its own existing rules." RONR (12th ed.) 2:2

If there is a conflict between the bylaws and RONR, then the bylaws prevail. "the bylaws ... comprise the highest body of rules in societies as normally established today. Such an instrument supersedes all other rules of the society, except the corporate charter, if there is one." RONR (12th ed.) 2:12

Special rules of order also supersede RONR. "Special rules of order supersede any rules in the parliamentary authority with which they may conflict." RONR (12th ed.) 2:16

The only requirement is that the adoption or amendment of bylaws or special rules of order must follow the rules on how to to do those. (2:2, quoted above)

 

The bottom line is that the provision requiring multiple readings in your bylaws is valid, no matter what RONR would provide.

[Tomm]

On 9/4/2023 at 12:23 PM, Joshua Katz said:

Your special rules of order also outrank RONR.

Still confused!

So, forgetting about the 2/3rd's vote to waive the second reading for the moment; are you saying that a bylaw requiring 2 readings would be a violation of 49:15 but a special rule of order would not?

[Joshua Katz]

On 9/4/2023 at 3:49 PM, Tomm said:

So, forgetting about the 2/3rd's vote to waive the second reading for the moment; are you saying that a bylaw requiring 2 readings would be a violation of 49:15 but a special rule of order would not?

No. Neither would be. Neither your bylaws nor your special rules of order are capable of "violating" RONR because they outrank RONR. It is like asking if section 3 of the 14th amendment violates the Insurrection Act. It can't, because the Constitution can't violate statute.

[Gary Novosielski]

On 9/4/2023 at 3:49 PM, Tomm said:

[A]re you saying that a bylaw requiring 2 readings would be a violation of 49:15 but a special rule of order would not?

Nobody is saying that.  No bylaw and, likewise, no special rule of order can ever violate RONR, because RONR yields to any bylaws provision or any special rule of order that conflicts with it.  So these rules may conflict with RONR, but when they do, they win and RONR loses, and the conflict goes away. 

[Josh Martin]

On 9/4/2023 at 12:33 PM, Tomm said:

RONR is our organizations parliamentary authority.

The bylaws relating to the meetings of the Board of Directors states, in part, the following: "Motions made in Board meetings, excluding Executive Sessions, Special Sessions and the Exchanges, shall be read and passed a minimum of two times before finalized and acted upon unless readings are waived by two-thirds (2/3) majority of the Board (6)."

Question: Is this a violation of 49:15 and is there a possible work around?

No. It is certainly not a "violation" of 49:15. As others have noted, the bylaws take precedence over RONR. I am also not clear on in what manner this rule is viewed as conflicting with 49:15.

"The executive board of an organized society operates under the society's bylaws, the society's parliamentary authority, and any special rules of order or standing rules of the society which may be applicable to it. Such a board may adopt its own special rules of order or standing rules only to the extent that such rules do not conflict with any of the rules of the society listed above. It may protect itself against breaches of order by its members during board meetings, and against annoyance by nonmembers, by employing the procedures outlined in 61:10–21, but the maximum penalty which may be imposed upon a disorderly member of the board is that he be required to leave the meeting room during the remainder of the meeting. A board that is not a part of a society can adopt its own rules, provided that they do not conflict with anything in the legal instrument under which the board is constituted." RONR (12th ed.) 49:15

The rule provides "The executive board of an organized society operates under the society's bylaws, the society's parliamentary authority, and any special rules of order or standing rules of the society which may be applicable to it." The rule in question is found in the society's bylaws. I don't see the problem.

On 9/4/2023 at 1:11 PM, Tomm said:

What's the difference if there were a special rule of order providing for the multiple readings? Not sure I see a difference.

I assume you are referring to this sentence of 49:15: "Such a board may adopt its own special rules of order or standing rules only to the extent that such rules do not conflict with any of the rules of the society listed above."

I concur that, if this rule were instead adopted by a subordinate board as a special rule of order, it would be a violation of 49:15, except to the extent that the organization's rules authorize the board to adopt rules of this nature.

Nothing in 49:15 prevents the adoption of any rule whatsoever in the bylaws. The text assumes that only the general membership has the authority to amend the bylaws. If the board is authorized to amend the bylaws, however, there is nothing in RONR which would prevent the board from adopting any rules it wishes. If the board is authorized to amend the bylaws, I am also not certain this provision in 49:15 is applicable to such a board.

[Tomm]

On 9/5/2023 at 6:03 AM, Josh Martin said:

No. It is certainly not a "violation" of 49:15. As others have noted, the bylaws take precedence over RONR. I am also not clear on in what manner this rule is viewed as conflicting with 49:15.

I was going thru some of my old posts and came across this response from one of the forum parliamentarians on a similar question:

"If RONR is the society's parliamentary authority, the "policy" of requiring three readings of a main motion is null and void, since the board is not authorized to adopt special rules of order that are in conflict with the society's rules. RONR (11th ed.), p. 486."

That is what piqued my interest.

[Josh Martin]

On 9/5/2023 at 10:25 AM, Tomm said:

I was going thru some of my old posts and came across this response from one of the forum parliamentarians on a similar question:

"If RONR is the society's parliamentary authority, the "policy" of requiring three readings of a main motion is null and void, since the board is not authorized to adopt special rules of order that are in conflict with the society's rules. RONR (11th ed.), p. 486."

That is what piqued my interest.

A link to the thread would be helpful.

But at first glance, my guess is that the responder at the time was unaware that the policy in question was found in the bylaws and/or was unaware that this board has the authority to amend the bylaws.

[Gary Novosielski]

I must have missed something.  Where do we see that this board is authorized to amend the bylaws?

And even if they are, they are still not allowed to violate the bylaws, without first amending them.

[Joshua Katz]

On 9/5/2023 at 5:20 PM, Gary Novosielski said:

And even if they are, they are still not allowed to violate the bylaws, without first amending them.

Okay, but how is that this scenario? We're talking about an existing bylaw, and Tomm is asking if it violates RONR because it conflicts with it and was adopted by the Board, which we learned in some other thread may amend the bylaws.

[Gary Novosielski]

On 9/5/2023 at 5:43 PM, Joshua Katz said:

Okay, but how is that this scenario? We're talking about an existing bylaw, and Tomm is asking if it violates RONR because it conflicts with it and was adopted by the Board, which we learned in some other thread may amend the bylaws.

Well it is this scenario if the board can amend the bylaws, which I certainly did not learn in this thread. 

In any case, bylaws cannot violate RONR, and boards cannot violate bylaws, even if they may amend them.

I would suggest that if board (except one without a society) has the power to amend the bylaws, the title board is no longer appropriate, and it should be called something else to avoid confusion since the basic premise of how organizations work would not apply. Maybe something like the Regent Council. 

[Joshua Katz]

On 9/5/2023 at 6:12 PM, Gary Novosielski said:

In any case, bylaws cannot violate RONR, and boards cannot violate bylaws, even if they may amend them.

 

Well, both of these seem to be true, but only because, as far as I can tell, "cannot" is being used to mean two different things.

[Gary Novosielski]

On 9/5/2023 at 6:17 PM, Joshua Katz said:

Well, both of these seem to be true, but only because, as far as I can tell, "cannot" is being used to mean two different things.

I mean cannot properly do so.  We say that one cannot go around slapping strangers with a mackerel, although it is physically possible for one to do so, at least in the short tem.

[Josh Martin]

On 9/5/2023 at 5:20 PM, Gary Novosielski said:

I must have missed something.  Where do we see that this board is authorized to amend the bylaws?

It hasn't been stated yet in this thread. But my recollection from Tomm's other posts is that the board of his organization has the authority to amend the bylaws.

If the board can't amend the bylaws, then I am also even more puzzled as to what 49:15 (which concerns the adoption of rules by a board) has to do with the original question.

[Joshua Katz]

On 9/5/2023 at 6:24 PM, Gary Novosielski said:

I mean cannot properly do so.  We say that one cannot go around slapping strangers with a mackerel, although it is physically possible for one to do so, at least in the short tem.

I buy that for board violating bylaws. But bylaws violating RONR strikes me as more akin to physically impossible.

[George Mervosh]

On 9/5/2023 at 11:34 AM, Josh Martin said:

A link to the thread would be helpful.

Here is a link to Mr. Elsman's reply, but of course you might want to read the whole thread.   https://robertsrules.forumflash.com/topic/34629-change-of-board/#comment-204784

[Joshua Katz]

Yes, and reading the whole thread makes me wonder what the point was of quoting Mr. Elsman's reply when he later says that the new information changes everything and renders that reply incorrect. 

[Gary Novosielski]

On 9/5/2023 at 7:26 PM, Joshua Katz said:

I buy that for board violating bylaws. But bylaws violating RONR strikes me as more akin to physically impossible.

Sure, but unless you are seeking to operate in that zone between possibility and propriety, the two are, for practical purposes, the same, i.e., in either case:  no bueno.

[Joshua Katz]

I'm puzzled. (Not the user, just the state of being.) What am I missing? As far as I know, bylaws are perfectly well allowed to conflict with RONR. I wouldn't say a bylaw "violating" RONR is "no bueno." I'd say it simply wins the conflict, and hence there is no violation of anything. Where am I wrong?

[Rob Elsman]

I also said that the rapidly evolving presentation of the facts of the case made my contributions to the topic look like scrambled eggs. It would be wise to keep this in mind before dragging me in by reference.

 

Edited September 6, 2023 at 01:11 PM by Rob Elsman

[Gary Novosielski]

On 9/6/2023 at 9:09 AM, Joshua Katz said:

I'm puzzled. (Not the user, just the state of being.) What am I missing? As far as I know, bylaws are perfectly well allowed to conflict with RONR. I wouldn't say a bylaw "violating" RONR is "no bueno." I'd say it simply wins the conflict, and hence there is no violation of anything. Where am I wrong?

I don't think you are, since you are largely agreeing with what I have posted in this thread:

On 9/4/2023 at 11:47 PM, Gary Novosielski said:

Nobody is saying that.  No bylaw and, likewise, no special rule of order can ever violate RONR, because RONR yields to any bylaws provision or any special rule of order that conflicts with it.  So these rules may conflict with RONR, but when they do, they win and RONR loses, and the conflict goes away. 

[Josh Martin]

On 9/6/2023 at 8:25 AM, George Mervosh said:

Here is a link to Mr. Elsman's reply, but of course you might want to read the whole thread.   https://robertsrules.forumflash.com/topic/34629-change-of-board/#comment-204784

 

On 9/6/2023 at 8:32 AM, Joshua Katz said:

Yes, and reading the whole thread makes me wonder what the point was of quoting Mr. Elsman's reply when he later says that the new information changes everything and renders that reply incorrect. 

Thank you both for this additional information. If the OP has further questions on this topic, I would also encourage him to read the entire thread instead of quoting Mr. Elsman out of context, since it seems to me we quite thoroughly discussed in that thread that a rule in the bylaws pertaining to the conduct of the board may supersede rules in RONR.

This organization has, for whatever reason, chosen to give its board the authority to amend the society's bylaws. As explained in the other thread, the bylaws are the highest authority within the society and supersede any rules in RONR with which they conflict. RONR therefore does not (and cannot) place limitations on what rules such a board may adopt in the bylaws. To the extent the society wishes to place limitations on what amendments to the bylaws the board may adopt, such limitations would have to be placed in the bylaws. The rule in RONR (12th ed.) 49:15 does not contemplate the possibility that a subordinate board is authorized to amend the bylaws.