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Special Meeting bylaw


David A Foulkes

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In the section on Special Meetings (p. 89) it is stated that the "exact purpose of the meeting" be included in the call mailed out to members. In the sample RONR bylaws (p. 568) it says the "purpose of the meeting shall be stated in the call."

This (in the bylaws) seems redundant to me. If RONR is the adopted parliamentary authority, then the call of a special meeting must include the purpose, so the extra verbiage in the bylaws seems unnecessary.

I bring this up, additionally, because I have seen on more than several occasions recently in bylaws where it not only states that the notice shall specify the business to be transacted, but also that only that business noted in the call shall be transacted. Both of these points are covered in pages 89-90, so why put them in the bylaws (including the sample RONR bylaws)?

It would seem enough to follow the RONR guidelines (p. 89-90) that the bylaw should include 1) who can call special meetings, and 2) the required notice. The rest should be deferred to RONR for clarification. Anything additional is just blowhardiness and can possibly lead to confusion, or even the dreaded ambiguity.

As hardballin' Chris Matthews would say, your thoughts?

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In the section on Special Meetings (p. 89) it is stated that the "exact purpose of the meeting" be included in the call mailed out to members. In the sample RONR bylaws (p. 568) it says the "purpose of the meeting shall be stated in the call."

This (in the bylaws) seems redundant to me. If RONR is the adopted parliamentary authority, then the call of a special meeting must include the purpose, so the extra verbiage in the bylaws seems unnecessary.

I bring this up, additionally, because I have seen on more than several occasions recently in bylaws where it not only states that the notice shall specify the business to be transacted, but also that only that business noted in the call shall be transacted. Both of these points are covered in pages 89-90, so why put them in the bylaws (including the sample RONR bylaws)?

It would seem enough to follow the RONR guidelines (p. 89-90) that the bylaw should include 1) who can call special meetings, and 2) the required notice. The rest should be deferred to RONR for clarification. Anything additional is just blowhardiness and can possibly lead to confusion, or even the dreaded ambiguity.

Belt and suspenders. Belt and suspenders.

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It would seem enough to follow the RONR guidelines (p. 89-90) that the bylaw should include 1) who can call special meetings, and 2) the required notice.

The rest should be deferred to RONR for clarification.

Anything additional is just blowhardiness and can possibly lead to confusion, or even the dreaded ambiguity.

• Because whatever ought to appear in the bylaws, like 'special meetings" ought to be complete.

RONR disallows special meetings. - It is a higher level rule, other than the parliamentary authority, which authorizes special meetings.

Else, an ambiguity will arise:

The bylaws, which specify the WHO, the HOW, the WHEN, etc. of special meetings, if it were to not mention any ancillary rule UNIQUE to special meetings, like 'purpose', would be read as implying, e.g., "Where the bylaws specify nothing for the purpose, then the Principle of Interpretation would imply that there is none, since the drafters know special meetings are not allowed except per one's bylaws, and the drafters freely chose to leave out the 'default' requirement in the very rule which authorizes special meetings.

That's one reason. - The rule embedded in the bylaws will be interpreted as being complete. - Whereas you could well interprete the rule embedded in the bylaws as being incomplete.

So, is the bylaw prescription complete or incomplete?

That's why the belt and suspenders works here. - The parliamentary authority ought not be leaned on, when the action requires authorization GREATER THAN the parliamentary authority.

***

Analogy:

If authorization for a school field trip lies with the parents, then Little Junior ought not rely on Eldest Sibling for the particulars of how to get the permission slip signed. - Too low a level of authorization.

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