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How does a body adopt RONR?


Guest buckpasser

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I guess this maybe obvious to you, but I am having hard time grasping the idea. This is a small board of directors (5 people) of a condo association. Apparently the board has been meeting for years w/o formally adopting Roberts Rules of order or any rules of order that we can see. By laws say nothing about this issue.

As luck would have it, the association is in disarray over some issue, which resulted in two board members being voted out including the chairman/president. There is now a new chairman and one of the older members seem to challenge her every step of the way. Including, our old friend, "Hey let's vote by email! I vote yes on this issue."

Yes hard to believe in this day/age but I kid you not. Same person also is in the secretary and seems to have some discrepancy in keeping accurate account of exactly what motion was passed last meeting.

To cut to the chase: Can this body simply adopt Roberts Rules of Order as their rules of order by a majority vote without any notice OR do they need 2/3 vote? RONR p. 15 line 25-27, suggests (but does not MANDATE) adopting RONR by the same vote as a Special Order, i.e. by 2/3 vote.

Suppose our chair puts out a motion "we shall adopt RONR as our rules of order" and gets 3 yes/2 no. Chair rules the motion passed. RONR governs. Could the obstructionist party, at a later date, claim that this is a continuing breach as it violates a "fundamental principle of parliamentary law"

How so? Well they go into court and say "It is well established that you need a 2/3 vote to do certain important things. Sometimes you need to give advance notice out as well. Establishing Rules of order is just like by laws citing RONR p. 25.."

It seems to me that in most cases RONR is pretty concise, but here RONR is pretty lax in describing exactly what are the Fundamentals Principles of Parliamentary Law. I cant even understand what is the difference between Parliamentary Law and Rules of Order. Are these two the very same thing? If so, why are these two different terms used in the book?

I apologize if this question seems obvious to you. It vexes me at the moment.

As a practical matter, what is the chair to do in interim? How to proceed if she cant get 4 votes out of 5 to agree on rules of order? The association faces a crises and needs to act fast...

Thank you all.

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I suspect that Guest buckpassr has read "-How to adopt RONR-," and has read p. 465 -466 as well. From the perspective of us out here in the aether, rather than down there on the ground in their condos, this being a condo association, it may well be that the board adopts the rules. (Buckpasser should know this.) IN which case, since a majority of the entire membership will suffice, 3 out of their five board members will do.

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Just to clarify from the above two responses:

I did happen to read a little more last night and I came to conclusion that under these circumstances a majority vote would suffice. I mean what else can an organization do if it finds itself without rules of order and needs a way to function? Nancy's reply says a majority of the Board will do, but Mr. Mountcastle did not specify. Is that correct? The Board itself can vote and adopt them? Yes?

Also I had one more scholarly question: Is there a difference between Rules of Order and Parliamentary Law? I am guessing that Rules of order are those rules that govern a body whereas Parliamentary Law is whatever rules we have got from the traditions of England? I think this is a more pedantic question but the question did arise in my mind as I read through many passages..

Again thanks, this goes a long way.

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Also I had one more scholarly question: Is there a difference between Rules of Order and Parliamentary Law? I am guessing that Rules of order are those rules that govern a body whereas Parliamentary Law is whatever rules we have got from the traditions of England? I think this is a more pedantic question but the question did arise in my mind as I read through many passages..

Again thanks, this goes a long way.

Yes. There is a body of practices that have developed that govern assemblies in the absence of adopted rules. RONR is a codification of those rules. While some have their origins in the House of Commons in the UK (formerly Great Britain, formerly England), many have a newer origin.

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Okay thanks for all that, but my original question remains pending, as I am unsure about Mr Mountcastle's position (as well as other experts) w/ respect to which body can adopt RONR by a majority: the entire assembly or the board?

This is not without importance as the issue might become whether a faulty adoption process might lead to legal challenge later on down the road.

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Can this body simply adopt Roberts Rules of Order as their rules of order by a majority vote without any notice OR do they need 2/3 vote?

The board cannot adopt its own rules at all unless the Bylaws authorize it to do so. (RONR, 10th ed., pg. 465, lines 26-30; pg. 469, lines 12-16) The general membership may adopt RONR as the society's parliamentary authority, preferably by incorporating it into the Bylaws, but it may also do so by the same vote as to adopt a special rule of order. (RONR, 10th ed., pg. 15, lines 17-27; How to Adopt Robert's Rules of Order) This is a 2/3 vote with previous notice or a vote of a majority of the entire membership. (RONR, 10th ed., pg. 17, lines 28-31) If the board is authorized by the Bylaws to adopt its own rules of order, the same voting requirements would apply.

Suppose our chair puts out a motion "we shall adopt RONR as our rules of order" and gets 3 yes/2 no. Chair rules the motion passed. RONR governs. Could the obstructionist party, at a later date, claim that this is a continuing breach as it violates a "fundamental principle of parliamentary law"

Since this is a five-member board, if it is authorized by the Bylaws to adopt its own rules, a vote of 3-2 would be a majority of the entire membership and sufficient to adopt the motion in question. If the board does not have the authority to adopt its own rules, the motion would violate the Bylaws and would be null and void. (RONR, 10th ed., pg. 244, lines 4-11, 25-26)

It seems to me that in most cases RONR is pretty concise, but here RONR is pretty lax in describing exactly what are the Fundamentals Principles of Parliamentary Law.

It's true there isn't a complete list of them. The closest RONR comes to listing them all is pg. 255, lines 3-12. Otherwise they're somewhat scattered through the text.

I cant even understand what is the difference between Parliamentary Law and Rules of Order. Are these two the very same thing? If so, why are these two different terms used in the book?

Parliamentary law is the name which applies to the common rules of parliamentary procedure. Rules of Order are the adopted rules which apply to a particular assembly, which may vary from the general parliamentary law. (RONR, 10th ed., pg. xxv, lines 8-18; pg. 10, lines 11-16; pg. 15, lines 3-17)

As a practical matter, what is the chair to do in interim? How to proceed if she cant get 4 votes out of 5 to agree on rules of order?

The board may not adopt a parliamentary authority by any vote unless the Bylaws authorize the board to adopt its own rules. In the absence of any adopted rules an assembly is bound by the common parliamentary law. RONR is a compilation of the common parliamentary law, and is generally considered the leading authority on the matter. It may therefore be considered highly persuasive, although not binding upon the assembly. (RONR, 10th ed., pg. xxv, lines 1-3; pg. 16, lines 23-29)

I am guessing that Rules of order are those rules that govern a body whereas Parliamentary Law is whatever rules we have got from the traditions of England?

Parliamentary law is developed from the traditions of the English Parliament, and more recently, from early legislative processes in America. (RONR, 10th ed., pg. xxv, lines 8-18)

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Okay that helps. Doesnt this concept of "common parliamentary law" pose some awkward issues? I mean this group may not want to adopt RONR, and/or can't get the votes. It would seem difficult to start to refer to RONR as a suggested way to do business when the board and/or assembly has refused to adopt it. If they reject it, why would they embrace it as a useful reference?

It also seems somewhat in the nature of a conundrum as to how to enforce/appeal out of order decisions by the board in the event that they adopt no parliamentary rules of order. I mean what rule is used to determine what is "null/void" or a "continuing breach" if this group cant' agree on a Rules of Order?

Dont you think this poses some difficulty? or not really?

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...

It also seems somewhat in the nature of a conundrum as to how to enforce/appeal out of order decisions by the board in the event that they adopt no parliamentary rules of order. I mean what rule is used to determine what is "null/void" or a "continuing breach" if this group cant' agree on a Rules of Order?

Dont you think this poses some difficulty? or not really?

Sure it does.

Adopting a clear set of rules should be a high priority, especially if you are floundering through disagreements.

I don't remember what you may have already said about the amendment process prescribed in your bylaws, but the general membership (which normally has the authority to amend the bylaws) should adopt a parliamentary authority, thereby telling the board clearly what rules to follow.

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Yes Trina I am going to urge this. The issue that bothers me is that this one member keeps urging things that are "not by the book" Voting by email one thing; but he also tells the others that "You sent an email stating X, therefore your opinion is on the record." They seem to play fast and loose with the minutes; there is some record of minutes going back years, however no one seems to have any idea about voting on the minutes.

What bothers is me is if this group cant agree on such rules of order, then they could be left in court operating under the vague concept of "common parliamentary law." I dont wish to demean the legal concept, clearly it is a real concept (vague is a bit unfair). Common law operatees in many situations in court rooms every day. But the problem is that you wind up in front of some judge and its his interpretation of parliamentary law, probably the only such case he might hear in his entire career. Let's face it, you just dont normally see classes in Parliamentary Law in most Law Schools (and I have been to law school).

So you wind up in court in front of some judge on some of these issues and you are rolling the dice...

A related issue that occurs to me: At present, the chair is in the process of preparing a Notice to the owners regarding a special meeting in order to vote on an important proposition. This proposition clearly needs to be voted on by the entire assembly as per the by laws. So they are already setting up a general, special assembly (whatever term it is).

The issue of what rules of order to follow now looms large over this upcoming assembly.. I wonder if this assembly could, without further notice, adopt rules of order at the outset?

I will start a new thread if needed but since Iv'e already got you here I might as well ask.

Thanks for everyones help.

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Yes Trina ...

[snip]

Thanks for everyones help.

... since you're already keeping me up all night, you might as well ask. : - )

As far as Guest_buckpasser_'s 8:52 PM post's (it says "today" on the time stamp, but at 1 AM Brooklyn time, it probably should automatically have changed to saying "yesterday" -- or even just uniformly posted the date, letting those hapless naifs who don't know what today's date is fend fecklessly for themselves -- but my ongoing failure to understand and adapt to the inexorable march of technological inutility shouldn't trouble my sleep, since buckpasser's doing so well) first paragraph is concerned, why should anyone pay attention to the ravings of this one member? "On the record"? Tell him hIs laundry list too!

And if there's significant ignorance about approving minutes, this group needs to have a few copies of RONR - In Brief spread about seditiously, pronto. Ignorance conquers all, but knowledge puts up a valiant fight.

It occurs to me that, having been to law school, guest_buckpasser might be in a passable position to advise his fellow ... dwellers? ... what they might expect if they get to a court of law without dealing with their parliamentary inadequacies. Scare stories might go over well. But I expect that this thought has already occurred to buckpasser, and he has found insurmountable obstacles. Perhaps if there's an Oprah Reader's Club in the condo, buckpasser might nominate for reading, or just sneak in, a few copies of RONR - In Brief.

As to buckpasser's related issue about the special meeting. First a quibble: "the assembly" means "the body of people who assemble" (an obscure point buried in RONR on, um, p. 2); "the entire assembly" might mean all of them in the room including those who are asleep, who might construably be excluded from "the assembly" on the shaky grounds that those who are asleep are not assembling -- with this desperate squirming I'm exposing my failed, decades-old aspiration to go to law school here -- or it might mean the entire membership. buckpasser should get this straight before the meeting. (Same comment about "a general, special assembly (whatever term it is). ")

Could this assembly, without previous ("further"??!?) notice, adopt rules of order at the outset? Huh? By what authority? I doubt it -- unless you can get a majority of the entire membership to back it up. And since you apparently have to give any of them your first-born to get them to read RONR - IB, you'd have better odds spending the rent money at the track.

(N. B. The expression "rent money" should be translated to whatever its equivalent is in condo terms.)

By the way: is buckpasser -- the guest -- the same as buckpasser -- the member? If not, please one of you change. And is "guest guest" the same all the time, or is it just a convenient pseudonym for anyone? Either way, please guest guest, get another name. Try dubloonpasser, it's probably not taken.

[GcT edited 12:55 for ineptitude]

[Gct edited 1:01 for something else, but delayed by looking in vain at onelook.com for "construably"]

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...hapless naifs...fecklessly... inexorable march of technological inutility...... seditiously... Ignorance conquers all, but knowledge puts up a valiant fight... First a quibble... construably... Try dubloonpasser, it's probably not taken.

[GcT edited 12:55 for ineptitude]

[Gct edited 1:01 for something else, but delayed by looking in vain at onelook.com for "construably"]

Good to have you back, Gary. :P

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What bothers is me is if this group cant agree on such rules of order, then they could be left in court operating under the vague concept of "common parliamentary law." I dont wish to demean the legal concept, clearly it is a real concept (vague is a bit unfair). Common law operatees in many situations in court rooms every day. But the problem is that you wind up in front of some judge and its his interpretation of parliamentary law, probably the only such case he might hear in his entire career. Let's face it, you just dont normally see classes in Parliamentary Law in most Law Schools (and I have been to law school).

Well, having been to law school you should know that parliamentary law isn't taught in law schools for the very good and simple reason that it isn't "law" as lawyers understand the term, and "common parliamentary law" isn't made by court decisions, it is derived from decisions and rules made and adopted by deliberative assemblies over a very long period of time.

Courts may sometimes appear to be enforcing "parliamentary law" because rules of parliamentary procedure are often embodied in bylaws (giving rise to contractual rights), or in statutes governing the conduct of business in meetings of corporate bodies and other entities. In such cases, however, what is really being enforced by the courts is not "parliamentary law" but "real law", (contract law, corporate law, etc.).

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...

The issue of what rules of order to follow now looms large over this upcoming assembly.. I wonder if this assembly could, without further notice, adopt rules of order at the outset?

...

Why not -- give it a shot, and perhaps it will help keep the special meeting on track.

First, if you are just adopting something for that one meeting, that's different anyway than adopting a special rule of order that continues in force for future meetings (no prior notice would be required, even if you were doing everything by the book).

Second, since you have no currently adopted rules of order, nothing really prevents you from passing such a motion (adopting RONR for the current meeting) with majority vote. Pretty much everyone is familiar with the idea of majority rule. If the people at the meeting accept that and abide by it, it works.

As a technical question, although a 2/3 vote is required to suspend the rules (when an assembly wishes to suspend an existing rule for the duration of a meeting), I'm not even sure that a 2/3 vote is actually necessary to adopt a just-for-this-meeting rule which does NOT conflict with any rules of order currently in force in the society... In a society that has adopted RONR, as well as a few customized special rules of order, this doesn't typically come up, so a deviation from practice WOULD require a suspension of some existing rule(s). However, in buckpasser's situation, adoption of RONR for the meeting would not require the suspension of existing rules. I think it may be more analogous to what RONR p. 17 says about custom:

'the established custom should be adhered to unless the assembly, by a majority vote, agrees to do otherwise.'

In this case, there is some established custom, which apparently includes confusion and controversy whenever a question of proper procedure arises. It seems to me that the assembly could, by majority vote, agree to 'do otherwise' by adopting a parliamentary authority for the duration of the meeting.

But, stay tuned for other opinions...

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Okay that helps. Doesnt this concept of "common parliamentary law" pose some awkward issues? I mean this group may not want to adopt RONR, and/or can't get the votes. It would seem difficult to start to refer to RONR as a suggested way to do business when the board and/or assembly has refused to adopt it. If they reject it, why would they embrace it as a useful reference?

It also seems somewhat in the nature of a conundrum as to how to enforce/appeal out of order decisions by the board in the event that they adopt no parliamentary rules of order. I mean what rule is used to determine what is "null/void" or a "continuing breach" if this group cant' agree on a Rules of Order?

Dont you think this poses some difficulty? or not really?

If you have at least a majority on your side on the board my recommendation would be to just use RONR as if it were your parliamentary authority. Since you have a majority on your side, they'll be able to sustain any rulings you make if they are appealed. Then when the general membership meeting rolls around you can quibble over what parliamentary authority the society actually wishes to adopt. We are quite partial to RONR here, but there are others if they have some strong dislike for it.

If you have less than a majority on your side, then you have bigger problems.

But the problem is that you wind up in front of some judge and its his interpretation of parliamentary law, probably the only such case he might hear in his entire career.

Parliamentarians are often brought in as expert witnesses for such cases. Also, as Mr. Honemann notes, it is not actually "the common parliamentary law" that the courts are enforcing.

I wonder if this assembly could, without further notice, adopt rules of order at the outset?

No. It would need to be included in the call of the meeting to be considered at a special meeting. (RONR, 10th ed., pg. 89, lines 15-17) Additionally, it requires a vote of a majority of the entire membership to adopt this motion without notice. (RONR, 10th ed., pg. 17, lines 28-31)

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This is just a quick reply (and more off the cuff) because I havent had time to study the recent posts at leisure. I have spent a lot of time over the weekend and got pretty tired of it. Plus I have a summer cold; that and 100 degree weather is just wiping me out.

Okay, yes I am the same buckpasser when I joined about two years ago if memory serves. You might remember that fiasco of a board which pretty much self destructed as I and several members wound up quitting/leaving in disgust. It was very interesting studying the Roberts rules portions of all of that.

I am sorry that I did not re register or whatever you have to do to make it clear who I am. The interface might be a little more helpful but all in all I am grateful for the help from everyone. So yes you all have very good memories of personalities here.

I really had no idea about the Common Parliamentary law is not really law at all. I really did not know that. The hits just keep on coming Dont they?

This part about "parl law not really law" is bugging me. I was hoping that perhaps I could research state law and come up with some sort of basic concepts that might be enforceable. I am sure you dont know the law in every single state nor would I ask. But I am under the impression that there is not lilely to be any say Am Jur or West Law entry on Parliamentary Law? Hmmmmm.

I found it particularly rich that passage from RONR having to do with adopting RONR and the last part says that if you dont adopt it, RONR can operate as some sort of guide but IS NOT BINDING.

Yeah no kidding. It's not binding. Because if it was already binding THERE WOULD BE NO NEED TO ADOPT IT WOULD THERE???

I'm guessing thats just the editors way of making a little joke in the midst of all this boring: Incidental Motion No It's Main Motion But Might be Amended to Include a Parliamentary Inquiry stuff and will just leave it that.

They do have legal counsel and I guess that is a plus. Oh one other thing. When this issue of the emails was brought up and how it differs from RONR the obstructionist party immediately solicited outside legal opinion. The aforesaid counsel wrote a very lukewarm opinion noting that it was not mentioned in the by laws one way or the other and added that perhaps the Board could adopt such a rule in order to expedite things.

How nice. See how helpful our legal friends are? I found it quite interesting that the obstructionist member didnt solicit opinion from the Boards Own Attorney, but it's all very curious.

I am inclined to take Trina's suggestion about just taking a vote of the Board and proceeding in that fashion until/unless someone challenges that. However I do want to see what the Boards attorney has to say about all this. I certainly dont want to misrepresent RONR to the Board or the attorney and detroy all credibility with them. I should say destory the credibility of my friend the chair how is apparently impressing some of the owners/board members with his/her knowledge or RONR. (wink)

As it stand know the chair can use her position as "bully pulpit" to rule such suggestions about email as out of order and let the obstructionists figure out the proper way under Roberts to challenge her. Again, she has to use her political capital very judiciously here.

I will expound on this stuff later, that is all for now.

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Guest the one and only buckpasse

I think it may be more analogous to what RONR p. 17 says about custom:

'the established custom should be adhered to unless the assembly, by a majority vote, agrees to do otherwise.'

YES! this is the very same thing that struck me, Trina. That's pretty much how I was thinking it. At least at this pt.

To Mr. Martins recent post. I think the chair can get a majority of the Board, in fact she could very well get a majority of the homeowners owing to a certain bloc that is basically in her corner.

I thought that maybe of interest.

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Guest one and only buckpasser

Another footnote to history: The famous Mayflower compact was signed by a mere 41 men. At the time of the signing there would have been presumably 101 passengers (2 having died enroute and one being born) in addition there was 25-30 crew. The compact was some sort of agreement to create a government because the ship landed way north of Hudson River, and some of the passengers claimed they were free and no longer bound by the agreement with the Virginia company.

Am still trying to find out how the Continental Congress started up. The first US parliamentary rules were drawn up by Jefferson and kept in a book. They were based on past precedents and werent really adopted at that time although Jefferson recognized the need for maintaining precedents.

In those days apparently, the chairman simply issued his own rulings. which is very interesting.

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