conditional motions (if that's even a thing)

[Guest Rob]

A member brought two motions to a general meeting, with proper notice.  They were phrased as follows (the specific motions aren't relevant to the question):

Motion #1: BIRT ...

Motion #2 (only if Motion #1 fails): BIRT ...

At the meeting, the Chair determined Motion #1 to be unconstitutional, that determination was challenged and the Chair's decision was upheld.  Motion #1 was thus removed from the table and never debated.  Then, the meeting was adjourned because time had been reached.

My questions are (assuming RONR and no deviations in the organization's rules):

1. is there even a way of posing a conditional motion like this, and if there is, would the way it was done above be appropriate?

2. should Motion #2 re-appear automatically at the subsequent GM?

3. am I right in thinking that, even if Motion #2 wouldn't appear automatically by virtue of Motion #1 having not been debated and therefor not failing, any member would be free to bring Motion #2 once again to the GM?

Thank you in advance, and apologies in advance for any confusion in language here.  I'm very new to parliamentary procedure, having just joined the board of my association.

[Joshua Katz]

On 11/27/2023 at 2:17 PM, Guest Rob said:

1. is there even a way of posing a conditional motion like this, and if there is, would the way it was done above be appropriate?

 

Well, it seems to me it's not quite a conditional motion. Instead it's notice that the motion may be made, which is in order. If motion 2 had been made, it would have had previous notice. (I'll assume this is a motion of the sort for which it matters.)

On 11/27/2023 at 2:17 PM, Guest Rob said:

2. should Motion #2 re-appear automatically at the subsequent GM?

 

No, but the member may move it if notice is given again. (Or, if notice is not required, it may be moved either way, but will not have the reduced threshold sought unless notice is given again.)

On 11/27/2023 at 2:17 PM, Guest Rob said:

3. am I right in thinking that, even if Motion #2 wouldn't appear automatically by virtue of Motion #1 having not been debated and therefor not failing, any member would be free to bring Motion #2 once again to the GM?

 

In my view (others may disagree), notice was given that the motion would be made at the previous GM if motion 1 failed. It could have, I think, been made at that meeting, since motion 1 certainly did not pass. But I do not think it can be made at the next meeting (with the benefit of notice) without new notice. It may, as I said, still be able to be moved, but without a reduced vote threshold related to notice.

 

 

[Rob Elsman]

Previous notice could have given for both motions, but the second motion just not made if the first were rejected. It must be remembered that the giving of previous notice does not obligate the noticer to actually make the motion.

[Josh Martin]

On 11/27/2023 at 1:17 PM, Guest Rob said:

1. is there even a way of posing a conditional motion like this, and if there is, would the way it was done above be appropriate?

No to both questions.

Certainly a member may give notice of two motions, and choose to only move one of them if the other motion fails. But the motion itself cannot include "conditions" of this nature, and such conditions are not enforceable. Notwithstanding the member's intentions, the member could change his mind and make the second motion anyway, or another member could choose to make the second motion.

On 11/27/2023 at 1:17 PM, Guest Rob said:

2. should Motion #2 re-appear automatically at the subsequent GM?

As I understand the facts, notice was given of Motion #2, but no member ever made the motion. If this is correct, then no, the motion should not automatically "reappear" at a subsequent meeting. Giving notice of a motion, in and of itself, does not make the motion an "order of the day."

The motion can, of course, be made again at a future meeting. In my view, the effect of the original notice has expired, so any required notice would need to be given again.

On 11/27/2023 at 1:17 PM, Guest Rob said:

3. am I right in thinking that, even if Motion #2 wouldn't appear automatically by virtue of Motion #1 having not been debated and therefor not failing, any member would be free to bring Motion #2 once again to the GM?

Certainly, although any notice required for this motion would need to be given again.

[Joshua Katz]

On 11/28/2023 at 8:54 AM, Josh Martin said:

Notwithstanding the member's intentions, the member could change his mind and make the second motion anyway, or another member could choose to make the second motion.

While a motion cannot be conditional, can notice be? Suppose motion 1 passed, and the member moved motion 2 anyway. Would it be treated, do you think, as having notice?

[Josh Martin]

On 11/28/2023 at 8:46 AM, Joshua Katz said:

While a motion cannot be conditional, can notice be? Suppose motion 1 passed, and the member moved motion 2 anyway. Would it be treated, do you think, as having notice?

I do not think that notice can be "conditional" in this manner. If notice is given of a motion, and a member makes the motion pursuant to that notice, the notice is valid notwithstanding whether any "conditions" included in the notice have been met.

I especially think that such "conditions" are meaningless in a case like this. The purpose of notice is to protect the rights of absentees. But absentees have no way of knowing whether Motion 1 will be defeated, and therefore limiting the notice to situations where Motion 1 has been defeated provides no protection for absentees.

[Joshua Katz]

On 11/28/2023 at 10:30 AM, Josh Martin said:

I especially think that such "conditions" are meaningless in a case like this. The purpose of notice is to protect the rights of absentees. But absentees have no way of knowing whether Motion 1 will be defeated, and therefore limiting the notice to situations where Motion 1 has been defeated provides no protection for absentees.

We don't know the contents of the motions, but I think it is possible that a member might not be worried about motion 2 on its own, but might worry about its effect when combined with motion 1, and so might not attend if motion 2 will only be moved if motion 1 fails, but would attend if both might be moved. Unlikely to be sure.

[Rob G]

Thank you everyone.  The differentiation between notice of motion and the actual moving of the motion is important and I hadn't realized how until reading this.

FYI, motion 2 was a subset of motion 1, as in:

Motion #1: BIRT that the association does not support eating chocolate ice cream during meetings, but does not oppose eating chocolate ice cream outside meetings.

Motion #2: BIRT that the association does not support eating chocolate ice cream during meetings.

Motion #1 was what they really wanted, but Motion #2 was second best in their view.

[Joshua Katz]

Another way to do it would be, if it appears motion 1 is going down, to move to amend.

Neither of the two motions you gave as examples, by the way, would benefit from notice. So it's not clear to me that notice was even an issue.

[Rob G]

@Joshua Katz yes, the motions were about unionization of a subset of members of the association, within the association ("during meetings") or as a separate entity from the association (effectively splitting the association).  The first motion was deemed unconstitutional because it was felt the second clause led to harm to the association.  I suspect amending wasn't thought to be an option as they may not know whether the motion was going down until it failed.

But you raise a good question (for me): what types of motions require notice?  I think motions to reconsider and rescind, and by-laws, but I've also seen mention that "substantive motions" require notice.  Is there a defined list, or is it up to the chair or some other officer (secretary?) to decide what types of motions would require notice for majority passage at the meeting?  Assuming that is that the constitution is silent on the matter.

Edited December 1, 2023 at 02:25 PM by Rob G
clarifying about amendment possibility

[Joshua Katz]

On 12/1/2023 at 9:24 AM, Rob G said:

The first motion was deemed unconstitutional because it was felt the second clause led to harm to the association.

Does your constitutional contain such a provision? Usually that is left to the voters. In fact, it's most of the point of voting.

 

On 12/1/2023 at 9:24 AM, Rob G said:

what types of motions require notice?

Let's distinguish two things. Some motions *require* notice. Unless the bylaws say otherwise, for instance, a motion to amend the bylaws will require notice. Other motions do not, but will have a different threshold if notice is given. If we want to group them together, I'd suggest using a term like "impacted by notice."

On 12/1/2023 at 9:24 AM, Rob G said:

I think motions to reconsider and rescind, and by-laws, but I've also seen mention that "substantive motions" require notice.

Rescind or amend does not require notice, but has a lower vote threshold (majority) with than without (2/3 or MEM). Bylaw amendments typically require notice. The last one is, as far as RONR is concerned, very wrong. "Substantive motions," to the extent it means anything, would mean roughly the same thing as an original main motion, which is the prototype of a motion not impacted by notice.

 

On 12/1/2023 at 9:24 AM, Rob G said:

Is there a defined list, or is it up to the chair or some other officer (secretary?) to decide what types of motions would require notice for majority passage at the meeting?  Assuming that is that the constitution is silent on the matter.

There is a defined list, whether the bylaws/constitution is silent on the matter or not, but what's on the list will vary with those rules. As far as RONR is concerned, you might take a look at one of the "cheat charts" available out there, giving the threshold for each motion, which will indicate whether they are impacted by notice or not. With a few exceptions (such as the previous question), most motions requiring 2/3 or MEM can be passed at a lower threshold with notice. Certainly it is not up to the chair or some other officer. Procedurally, almost nothing is left up to the chair, and even things that are can be dealt with on appeal. The chair serves the assembly, he is not the boss of it.

On 12/1/2023 at 9:24 AM, Rob G said:

yes, the motions were about unionization of a subset of members of the association, within the association ("during meetings") or as a separate entity from the association (effectively splitting the association). 

I wouldn't attempt to guess if these motions are impacted by notice or not.

[Rob G]

Thanks, very helpful and thought-provoking.  Just to clarify your first point, do you mean:

• does it contain a provision for a motion to be deemed unconstitutional, or
• does it contain a provision that the membership should do nothing that causes harm to the association?

Or maybe the question applies to both.

Question about 2/3 or MEM: is MEM ever practical in large organizations?  Since voting is not mandatory, can one ever ensure that MEM is a realistic threshold or is it mostly i) take the vote, ii) see if every member voted, iii) check for majority if so, check for 2/3 if not?

We've definitely strayed from the original topic here so if there's more I'll start another thread (or look for the answer elsewhere in the forum!)

[Joshua Katz]

On 12/1/2023 at 10:22 AM, Rob G said:

• does it contain a provision that the membership should do nothing that causes harm to the association?

 

I suppose what I mean, moreso, is whether it contains a provision allowing the chair to decide a) that something is harmful to the association, and b) your second bullet point.

Lots of times, a motion will be made, and someone will argue in debate "this is harmful to the association!" and the voters will then decide what they think. It's just, you know, your opinion, man. The chair's opinion on the matter, outside a procedure in your own rules, typically does not make the motion out of order.

On 12/1/2023 at 10:22 AM, Rob G said:

Question about 2/3 or MEM: is MEM ever practical in large organizations?  Since voting is not mandatory, can one ever ensure that MEM is a realistic threshold or is it mostly i) take the vote, ii) see if every member voted, iii) check for majority if so, check for 2/3 if not?

 

I may be misunderstanding your question, but MEM does not mean everyone needs to vote. If there are 1,000 members, and 501 vote, and all vote yes, then there's a MEM in the affirmative. Also, one need not choose ahead of time (or at any point) what threshold to apply - all relevant thresholds apply, and if one is met, the motion carries. Does that answer the question, or did I misunderstand?

 

[Josh Martin]

On 12/1/2023 at 8:24 AM, Rob G said:

I think motions to reconsider and rescind, and by-laws,

Reconsider does not require notice. It would be tricky to give notice for Reconsider, since it must generally be made at the same meeting where the original vote occurred.  (I suppose there are notice rules for reconsideration in committees.)

Rescind does not require notice, but notice lowers the threshold for adoption.

Bylaw amendments generally require notice, although you'd need to check your bylaws to see what they say on the subject of notice.

On 12/1/2023 at 8:24 AM, Rob G said:

but I've also seen mention that "substantive motions" require notice.

RONR has no such rule.

On 12/1/2023 at 8:24 AM, Rob G said:

Is there a defined list

Yes.

The following motions require notice, period:

• Amending the bylaws (usually, but ultimately up to the bylaws - also see below)
• Electing an officer to fill a vacancy
• Such other items as provided in the organization's rules

The following motions require a 2/3 vote with notice or a vote of a majority of the entire membership without notice:

• Amending the bylaws (if the bylaws are silent)
• Adopting or amending a special rule of order

The following motions require a majority vote with notice or a 2/3 vote or a vote of a majority of the entire membership without notice:

• Rescind or Amend Something Previously Adopted
• Amending a standing rule
• Discharging a committee (although a majority without notice is sufficient in certain cases)
• Removing an officer, board member or committee member (provided that formal disciplinary procedures are not required)

On 12/1/2023 at 8:24 AM, Rob G said:

or is it up to the chair or some other officer (secretary?) to decide what types of motions would require notice for majority passage at the meeting?

No.

On 12/1/2023 at 9:22 AM, Rob G said:

Thanks, very helpful and thought-provoking.  Just to clarify your first point, do you mean:

• does it contain a provision for a motion to be deemed unconstitutional, or
• does it contain a provision that the membership should do nothing that causes harm to the association?

The second one.

Certainly, the chair has the authority to rule a motion out of order on the grounds that it is "unconstitutional." What this word means is that the motion is in conflict with some provision in the constitution.

It seems rather doubtful to me that the constitution contains a provision "that the membership should do nothing that causes harm to the association." I frankly hope the constitution does not contain such a vague provision. What causes "harm to the association" is subjective.

It may well be that the motion conflicts with the constitution for some other reason.

On 12/1/2023 at 9:22 AM, Rob G said:

Question about 2/3 or MEM: is MEM ever practical in large organizations?

In large organizations, obtaining a vote of a majority of the entire membership is often impractical.

On 12/1/2023 at 9:22 AM, Rob G said:

Since voting is not mandatory, can one ever ensure that MEM is a realistic threshold or is it mostly i) take the vote, ii) see if every member voted, iii) check for majority if so, check for 2/3 if not?

It's not actually required to see if every member voted, it's just necessary that a majority of the entire membership voted in the affirmative. In an assembly with 100 members, at least 51 members would need to vote in the affirmative.

Still, that can be very difficult. In many large organizations, there may not even be a majority of the entire membership present at the meeting.

Edited December 1, 2023 at 03:45 PM by Josh Martin

[Joshua Katz]

On 12/1/2023 at 10:43 AM, Josh Martin said:

• Amending the bylaws (if the bylaws are silent)
•  

Apologies for the slip-up. Listen to Mr. Martin on this, not me.

[Rob G]

Thank you, this is all very helpful and I think I have no more questions (for now).

I was misinterpreting "2/3 or MEM" to mean "2/3 majority or, if the entire membership votes, a simple majority" but I see that it means "2/3 of those present and voting, OR affirmative votes in a number greater than 50%+1 of the total membership."  So in an org with 100 members and 90 of them present and voting, 51 affirmative votes would carry even though that's not 2/3 of those present and voting.  In the same vote, if only 60 vote for some reason, then 41 would carry even though it's less than 50% of the membership.

[Gary Novosielski]

Not more than 50%+1, but more than 50%, even if by a small fraction.

For example, in a group where 99 people vote, 50% of 99 is 49.5, while 50%+1 is 50.5.

But when 99 members vote, 50 Yes votes is a majority, since it is strictly greater than 49.5, even though it is not greater than 50.5.

[Joshua Katz]

On 12/1/2023 at 5:47 PM, Rob G said:

"2/3 of those present and voting, OR affirmative votes in a number greater than 50%+1 of the total membership." 

Close. 2/3 of those present and voting OR affirmative votes in a number strictly greater than 50% of the total membership. That may be equal to 50%+1, or may not. In your example of 100 members, your formula would require 52 votes, when the number required is only 51.

On 12/1/2023 at 5:47 PM, Rob G said:

So in an org with 100 members and 90 of them present and voting, 51 affirmative votes would carry even though that's not 2/3 of those present and voting. 

Correct.

On 12/1/2023 at 5:47 PM, Rob G said:

In the same vote, if only 60 vote for some reason, then 41 would carry even though it's less than 50% of the membership.

Correct. It carries if either is satisfied.

[Rob G]

Okay one more...  Are all 2/3 votes also satisfied by MEM, or are there votes that are 2/3 required and others that are "2/3 or MEM"?

[Atul Kapur]

The latter.

On 12/1/2023 at 9:05 PM, Rob G said:

there [are] votes that are 2/3 required and others that are "2/3 or MEM"?

See Table VI on page t48 of RONR (12th ed.) for the full list.