Majority of the Entire Membership

[Mike Phillips]

An Executive Committee comprises 60 people. They meet monthly to conduct the business of the organization. There are ex officio members on the EC who ore not allowed to vote. They add another 100 members. As I understand it, the body of the entire membership is the 60 members, not 160. The bylaws are actually silent on the question. Which is the correct number for determining the “majority of the entire membership” for voting on motions? It seems logical that the “entire membership” is the voting membership. Do you agree?

 

 

[Dan Honemann]

On 11/22/2023 at 11:55 PM, Mike Phillips said:

An Executive Committee comprises 60 people. They meet monthly to conduct the business of the organization. There are ex officio members on the EC who ore not allowed to vote. They add another 100 members. As I understand it, the body of the entire membership is the 60 members, not 160. The bylaws are actually silent on the question. Which is the correct number for determining the “majority of the entire membership” for voting on motions? It seems logical that the “entire membership” is the voting membership. Do you agree?

Yes, I agree with you.  According to RONR, a "member" is a person having the right to attend meetings, to make motions, to speak in debate, and to vote (1:4).  

In 44:9(b), it defines a majority of the entire membership as a majority of the total number of those who are members of the voting body at the time of the vote, and goes on to say that "In a convention of delegates a majority of the entire membership means a majority of the total number of convention members entitled to vote as set forth in the official roll of voting members of the convention (1:16, 59:25–26).

[Josh Martin]

On 11/22/2023 at 10:55 PM, Mike Phillips said:

An Executive Committee comprises 60 people.

That seems like an unusually large Executive Committee.

On 11/22/2023 at 10:55 PM, Mike Phillips said:

There are ex officio members on the EC who ore not allowed to vote. They add another 100 members. As I understand it, the body of the entire membership is the 60 members, not 160. The bylaws are actually silent on the question. Which is the correct number for determining the “majority of the entire membership” for voting on motions? It seems logical that the “entire membership” is the voting membership. Do you agree?

Yes. The term "member" as it is used in RONR only includes persons who have the right to vote.

While your bylaws apparently define the term somewhat differently, it would seem clear that at least for purposes of voting, only voting members are included in the membership. The alternate interpretation would be absurd, especially for this assembly, as that would mean that it would be impossible to obtain a majority of the entire membership, even if 100% of the voting membership voted in favor of a motion.

In the long run, my advice is to do away with "non-voting members" altogether and to stick with the neat divide between members and non-members that RONR provides for, since my experience is that creating these "quasi-members" accomplishes nothing but causing confusion. If the desire is to invite these persons to attend meetings, or speak in debate, or whatever, then rules can be adopted providing as much.

Edited November 23, 2023 at 03:52 PM by Josh Martin

[Mike Phillips]

Mr. Honemann, thanks for the confirmation and the cites. 

Mr. Martin, your suggestions are great, but I don’t think we will be successful amending the bylaws, as you suggest. However, if the opportunity arises, we will grab it.