Requiring Written Notice of Bylaw Amendment

[Guest Willie Watson]

Our bylaws currently require previous notice of a bylaw amendment and does not specify how the previous notice should be given. We have adopted RONR (12th ed.)  as our parliamentary authority. If we want to impose the special requirement that the notice of a bylaw amendment be in writing, should that requirement be placed in the amendment section of the bylaws, adopted as a special rule of order, or adopted as a standing rule?

[Josh Martin]

On 4/2/2024 at 3:51 AM, Guest Willie Watson said:

Our bylaws currently require previous notice of a bylaw amendment and does not specify how the previous notice should be given. We have adopted RONR (12th ed.)  as our parliamentary authority.

Then unless and until a rule is adopted in this matter, previous notice may be given by either of the following:

• By giving the notice orally at the previous regular meeting, provided the next regular meeting is within a quarterly interval
• By including the notice in writing in the call of the meeting

On 4/2/2024 at 3:51 AM, Guest Willie Watson said:

If we want to impose the special requirement that the notice of a bylaw amendment be in writing, should that requirement be placed in the amendment section of the bylaws, adopted as a special rule of order, or adopted as a standing rule?

It certainly cannot be adopted as a standing rule. This is not in the nature of a standing rule.

I think it is preferable to adopt the rule in the amendment section of the bylaws, but I think a special rule of order would also be permissible.

[Guest Willie Watson]

Thanks for your input. But a special rule of order can be suspended by a 2/3 vote and that would defeat the purpose of requiring the notice to be in writing. So I am thinking that if we want to ensure the notice to occur in writing (without it being suspended) it needs to be placed in the bylaws. 

[Dan Honemann]

On 4/2/2024 at 3:25 PM, Guest Willie Watson said:

Thanks for your input. But a special rule of order can be suspended by a 2/3 vote and that would defeat the purpose of requiring the notice to be in writing. So I am thinking that if we want to ensure the notice to occur in writing (without it being suspended) it needs to be placed in the bylaws. 

A rule requiring previous notice cannot be suspended.

What, exactly,  do your bylaws say concerning their amendment? 

[Josh Martin]

On 4/2/2024 at 2:25 PM, Guest Willie Watson said:

Thanks for your input. But a special rule of order can be suspended by a 2/3 vote and that would defeat the purpose of requiring the notice to be in writing. So I am thinking that if we want to ensure the notice to occur in writing (without it being suspended) it needs to be placed in the bylaws. 

This is not correct. A rule regarding previous notice cannot be suspended - because, as you say, that would defeat the purpose.

“Rules protecting absentees cannot be suspended, even by unanimous consent or an actual unanimous vote, because the absentees do not consent to such suspension. For example, the rules requiring the presence of a quorum, restricting business transacted at a special meeting to that mentioned in the call of the meeting, and requiring previous notice of a proposed amendment to the bylaws protect absentees, if there are any, and cannot be suspended when any member is absent.” RONR (12th ed.) 25:10

I nonetheless agree that it is preferable to place such a rule in the bylaws.

[Gary Novosielski]

n/a

Edited April 2, 2024 at 09:03 PM by Gary Novosielski
because delete is not available

[Guest Willie Watson]

I think I need to provide a little more clarity. The current adopted bylaws rule requires that notice of a bylaw amendment be given at the first meeting of the convention but there is no requirement that it be given in writing (it is normally given in electronic form on a screen and sometimes verbally).  We want to require that the voting body be given the notice in writing so that they have time to digest the wording in the amendment more fully and if necessary to further amend the proposed wording of the bylaw amendment. But if we adopted a special rule of order requiring that the notice be in writing (and not place it in the bylaws) can't the requirement that the notice be in writing then be suspended because it is only a special rule of order and not a bylaw requirement?

[Josh Martin]

On 4/2/2024 at 6:10 PM, Guest Willie Watson said:

But if we adopted a special rule of order requiring that the notice be in writing (and not place it in the bylaws) can't the requirement that the notice be in writing then be suspended because it is only a special rule of order and not a bylaw requirement?

No. Not all rules of order can be suspended. One category of rules of order which cannot be suspended is rules protecting absentees, which includes, among other things, rules regarding previous notice. (For more information concerning rules which cannot be suspended, see "Rules That Cannot Be Suspended" in RONR (12th ed.) 25:7-13.)

“Rules protecting absentees cannot be suspended, even by unanimous consent or an actual unanimous vote, because the absentees do not consent to such suspension. For example, the rules requiring the presence of a quorum, restricting business transacted at a special meeting to that mentioned in the call of the meeting, and requiring previous notice of a proposed amendment to the bylaws protect absentees, if there are any, and cannot be suspended when any member is absent.” RONR (12th ed.) 25:10, emphasis added

If your organization adopts a rule providing that previous notice may only be submitted in writing, then your society has provided that only a notice given in writing is a proper previous notice of a bylaw amendment. The rules could not be suspended so as to permit previous notice to be given in some other form.

Nonetheless, it continues to be my view that it is preferable to place the rule in the bylaws, because:

• This will make the rule more resistant to change. While a special rule of order pertaining to previous notice cannot be suspended, special rules of order can generally be amended more easily than a rule in the bylaws.
• Because this will make the rules on this matter more accessible to members, as all the rules pertaining to amending the bylaws will be in one place.

Edited April 3, 2024 at 02:24 AM by Josh Martin