Motion by Non Member of the Board

[SandyG]

Thank you in advance...

Our organization invites all members to the board meetings. Members can even be placed on the agenda to speak. We also have a time allotted for members to speak. Can non members make a motion to the board, and can the board vote on the motion? 

 

[Josh Martin]

On 12/14/2023 at 1:26 PM, Gene1948 said:

Can non members make a motion to the board

No.

[Gary Novosielski]

On 12/14/2023 at 2:26 PM, Gene1948 said:

Thank you in advance...

Our organization invites all members to the board meetings. Members can even be placed on the agenda to speak. We also have a time allotted for members to speak. Can non members make a motion to the board, and can the board vote on the motion? 

 

In this context, members would refer to members of the Board.  General members of the organization are considered non-members at a board meeting, and no, they can't make motions, if the rules in RONR apply.

[SandyG]

Thank you both. I should have stated this in my initial question. Our Bylaws invite all non board members to the meeting, a method to be added to the agenda, and the invitation to speak. Does that affect your answer "no" ?

 

[Joshua Katz]

On 12/15/2023 at 10:35 AM, Gene1948 said:

Our Bylaws invite all non board members to the meeting, a method to be added to the agenda, and the invitation to speak. Does that affect your answer "no" ?

No. 

[Rob Elsman]

The guest may, in unusual and special circumstances, be granted the privilege of making a motion by suspending interfering rules by a two-thirds vote or general consent; otherwise, guests have no such power in the common parliamentary law.

[Josh Martin]

On 12/15/2023 at 9:35 AM, Gene1948 said:

Thank you both. I should have stated this in my initial question. Our Bylaws invite all non board members to the meeting, a method to be added to the agenda, and the invitation to speak. Does that affect your answer "no" ?

It does not change my answer. The answer is still no. The fact that the bylaws grant certain rights to persons who are members of the society, but not members of the board, does not mean they also have other rights of membership at board meetings. Indeed, the fact that the bylaws have enumerated those rights strengthens the interpretation that these persons have those rights and no others.

"4.) If the bylaws authorize certain things specifically, other things of the same class are thereby prohibited. There is a presumption that nothing has been placed in the bylaws without some reason for it. There can be no valid reason for authorizing certain things to be done that can clearly be done without the authorization of the bylaws, unless the intent is to specify the things of the same class that may be done, all others being prohibited. Thus, where Article IV, Section 1 of the Sample Bylaws (56:62) lists certain officers, the election of other officers not named, such as a sergeant-at-arms, is prohibited.

5.) A provision granting certain privileges carries with it a right to a part of the privileges, but prohibits a greater privilege. The Sample Bylaws, in Article VI, Section 2 (56:64) provide that the executive board may “fix the hour and place of meetings” of the society. The board may, therefore, change the time or the place, or both, of a society's meeting. But it may not change the day for which the meeting is scheduled." RONR (12th ed.) 56:68

Based on Principles of Interpretation #4 and #5, it would seem to me that if the bylaws specifically state that persons who are members of the society (but not members of the board) may attend board meetings and (within specified rules) speak at board meetings, then they may do those things, but they may not exercise other rights of membership which are not listed, such as making motions.

I concur with Mr. Elsman that the board may, if it wishes, suspend the rules to permit a non-member of the board to make a motion. If a board member thinks a motion proposed by a guest is a good idea, however, it would be simpler for that board member to just make the motion directly. And if no board members think the motion is a good idea, then the motion is doomed anyway, and it would probably be a waste of time for the board to discuss it.

Edited December 15, 2023 at 04:59 PM by Josh Martin

[Gary Novosielski]

 

On 12/15/2023 at 10:35 AM, Gene1948 said:

Does that affect your answer "no" ?

It does not. The fact that general membership members are invited to address the  board, under a bylaws requirement that an item for hearing from non-members be included in the agenda, only allows them to speak their piece during that item.  Per the rules of RONR, only board members may make motions during board meetings. 

But this rule is in the nature of a rule of order and can therefore be suspended by a two-thirds vote, assuming someone can come up with a reason why it would be necessary.

Edited December 15, 2023 at 09:02 PM by Gary Novosielski