Automatic or just Mandatory?

[jstackpo]

If the parent organization of a local association has a bylaw provision reading

"Any local association shall adopt a [provision] as prescribed in Article X, Section Y of the [parent organization's] bylaws"

does that amount to an automatic amendment of the local bylaws, or merely a mandate placed on the local requiring them to go through the normal amendment process?

[George Mervosh]

IMO, the later.

Is this the right venue for this, John?

[jstackpo]

Probably not - let's see how long it lasts.

[George Mervosh]

Probably not - let's see how long it lasts.

I'd be interested in reading responses in the other place.

[hmtcastle]

IMO, the later.

IMO, the latter.

[David A Foulkes]

If the parent organization of a local association has a bylaw provision reading

"Any local association shall adopt a [provision] as prescribed in Article X, Section Y of the [parent organization's] bylaws"

does that amount to an automatic amendment of the local bylaws, or merely a mandate placed on the local requiring them to go through the normal amendment process?

We have a similar circumstance, parent bylaws stipulating "affiliates shall include blah-blah-blah in their bylaws." I read it to mean the amendment process as well. If it had stipulated "affiliates shall behave thus-and-so, and always perform this duty on this day", I would have assumed the directive inherited down through affiliation with the parent org, binding on affiliates with no further need to amend.

[Kim Goldsworthy]

If the parent organization of a local association has a bylaw provision reading

"Any local association shall adopt a [provision] as prescribed in Article X, Section Y of the [parent organization's] bylaws"

does that amount to an automatic amendment of the local bylaws, or merely a mandate placed on the local requiring them to go through the normal amendment process?

It is a mandate.

It is not automatic.

• If it were automatic, then the rule would NOT say "... shall adopt ..." but rather merely prescribe that the rule applies instantly and automatically to all affiliate organizations.

It would be a REQUISITE POINT, as RONR says, to sustain the affiliation.

• Since adoption is ordered, the lower organization has a choice: To comply, or not to comply. ("That is the Question." - "Hamlet")

The lower org may choose NON-compliance and thereby have "standing" to sue or otherwise challenge this particular rule.

Example: "Hey, Article X and Section Y of the bylaws is impossible, due to the constitution already saying otherwise in its Section Z."

Also, the rule X of Y might be generically worded, and must be customized to fit the lower affiliate organization's unique structure.

Example: Rule X of Y might imply, "All affiliates must not allow automatic VP ascension to P."

Therefore, the lower affiliate will have to find the relevant text in their own set of bylaws for the insertion point, and change the wording appropriately, like those orgs who have "chairmen" as the top dog instead of "presidents". Or "Commodore". Or "Chief". Or "Grand Poo-Bah".

[Gary Novosielski]

We have a similar circumstance, parent bylaws stipulating "affiliates shall include blah-blah-blah in their bylaws." I read it to mean the amendment process as well. If it had stipulated "affiliates shall behave thus-and-so, and always perform this duty on this day", I would have assumed the directive inherited down through affiliation with the parent org, binding on affiliates with no further need to amend.

The problem with saying "affiliates shall behave" in a certain way is that it requires continual verification, probably including a set if regulations implementing a monitoring and reporting process to ensure that the behavior was actually occurring, wasn't being avoided under suspension of the rules, and such.

Saying "affiliates shall adopt a provision in their bylaws" requires only verifying that the provision has been included. After that, the regular procedures in RONR and elsewhere provide all the necessary structure for seeing that the rule is followed. It's the same advantage a society gains by adopting a parliamentary authority in the first place, rather than adopting all of their own rules at the start of every meeting.

I also interpret it to mean that the normal amendment process is to be followed, but the outcome of that process must be that the provision ends up in the bylaws. Failure to secure the required vote to amend the bylaws would put the affiliate in jeopardy of disaffiliation, or failure to gain affiliation in the first place, as it would amount to rejecting the conditions of affiliation.

[David A Foulkes]

I also interpret it to mean that the normal amendment process is to be followed, but the outcome of that process must be that the provision ends up in the bylaws. Failure to secure the required vote to amend the bylaws would put the affiliate in jeopardy of disaffiliation, or failure to gain affiliation in the first place, as it would amount to rejecting the conditions of affiliation.

That's an interesting thought. Beyond whatever qualifications and procedures a hopeful organization might need to go through to become an affiliated member in the first place, once approved they would be "required" to amend their bylaws in accordance with the parent org or be in some sort of violation (continuing breach, in a way) that puts their affiliation in jeopardy, much as if they had not even met a required pre-qualification to begin with.

Hmmmm.......

[Dan Honemann]

That's an interesting thought. Beyond whatever qualifications and procedures a hopeful organization might need to go through to become an affiliated member in the first place, once approved they would be "required" to amend their bylaws in accordance with the parent org or be in some sort of violation (continuing breach, in a way) that puts their affiliation in jeopardy, much as if they had not even met a required pre-qualification to begin with.

Hmmmm.......

Truth be told, none of this is in the least bit interesting, so why not go back to being I'm not Bob?

[David A Foulkes]

Ha! My momma always told me, "When you don't have anything nice to say, add a smiley face at the end. It makes everything all right." (see?)

[abcdave]

The problem with saying "affiliates shall behave" in a certain way is that it requires continual verification, probably including a set if regulations implementing a monitoring and reporting process to ensure that the behavior was actually occurring, wasn't being avoided under suspension of the rules, and such.

Saying "affiliates shall adopt a provision in their bylaws" requires only verifying that the provision has been included. After that, the regular procedures in RONR and elsewhere provide all the necessary structure for seeing that the rule is followed. It's the same advantage a society gains by adopting a parliamentary authority in the first place, rather than adopting all of their own rules at the start of every meeting.

I also interpret it to mean that the normal amendment process is to be followed, but the outcome of that process must be that the provision ends up in the bylaws. Failure to secure the required vote to amend the bylaws would put the affiliate in jeopardy of disaffiliation, or failure to gain affiliation in the first place, as it would amount to rejecting the conditions of affiliation.

I agree - except there is no time frame. For example, if the local association amends its bylaws at an annual membership meeting, failure to secure the required vote to amend the bylaws this year would mean that it has to be brought up again next year - not automatically but by mandate. It seems to me that the organization would have to determine if this is grounds for disaffiliation (according to its own rules - not RONR). It seems unlikely that any local would be disenfranchised in such a way.