Board of Directors Motion

[HSPIII]

Our Board of Directors passed a motion which, when presented to the general membership, became controversial. Motion from the floor to Table (not Postpone or Defer) was passed. Our practice is to ask the Board Mover if she/he stands by the motion. (Is this correct?) The original mover will not be in attendance when it will be Lifted from the Table. Does the Mover have to attend to confirm that she/he still supports the original motion ?

[Gary c Tesser]

The Robert's Rules answer (to the ending question) is no, she will not have to attend.

As to the rest: your organization has a number of unusual customs that might serve you all perfectly well -- in which case, good luck, but advice based on Robert's Rules won't be of much use.

Here's a couple of thoughts.

1. If the board has the authority to do things, then there is no point in presenting what it has done to the general membership, except as a routine report of what it has done. Not presented for a rubber-stamp, and not to confirm. In drastic cases, the membership can rescind something that they are horrified to hear that the board has done in its name. But would you or I want to serve on a board whose membership routinely second-guesses what we, the board, do? C'mon.

2. Once the assembly -- the board or membership, either way -- begins to consider a measure, the measure is completely out of the hands of the person who moved it. (With one minor, very technical quibble.) You should drop this practice. What do you do if the mover says she now hates the motion altogether, and wishes she had been eaten by parliamentary crocodiles before she had opened her mouth about it in the first place?

[Edited for clarity]

[Larry Cisar]

In addition to the knowledgeable Gary, Table does not apply unless there was something that just had to be handled. Postpone to a definite time would have been appropriate.

[Guest Edie Meyers]

A Board of Directors meeting of a company was announced and provided required notice to members. Two members sent a proxy representative in their sted, who refused to participate and left the meeting. What affect does this have on the decisions voted on by those who remained and represented a quorum?

Edie

[David A Foulkes]

[Edited for clarity]

I can only imagine what this post looked like before.

[Gary Novosielski]

Our Board of Directors passed a motion which, when presented to the general membership, became controversial. Motion from the floor to Table (not Postpone or Defer) was passed.

A motion to Lay Upon the Table was almost certainly not in order. The proper motion would have been to Postpone. See FAQ 12. RONR does not mention a motion called "Defer". But the motion could have been Referred to a committee.

Our practice is to ask the Board Mover if she/he stands by the motion. (Is this correct?)

No, it is not. Even if she said she no longer did, it is not her decision to make. Once the motion has been placed before the assembly for debate, the mover no longer "owns" the motion. It becomes the property of the assembly as a whole. If they want the motion not to pass they can simply vote it down.

The original mover will not be in attendance when it will be [Taken] from the Table. Does the Mover have to attend to confirm that she/he still supports the original motion ?

No, see above. It does not matter if she still supports it or not. If present, she can vote against it if she likes, but beyond that she has no power greater than any other member. As the mover, she may not speak against it in debate, but she can Request Leave to Withdraw it, which will communicate the fact that she no longer supports it. But that still requires majority consent, which is no less than it would take to defeat it outright, so it's pretty close to pointless.

If she is not present when the motion is again taken up, that would not interfere in any way with its consideration. Nor would it be an excuse not to consider it.

[Gary Novosielski]

A Board of Directors meeting of a company was announced and provided required notice to members. Two members sent a proxy representative in their sted, who refused to participate and left the meeting. What affect does this have on the decisions voted on by those who remained and represented a quorum?

Edie

Please ask this unrelated question in a new topic. Thanks.

[Josh Martin]

But that still requires majority consent, which is no less than it would take to defeat it outright, so it's pretty close to pointless.

There are many circumstances in which requesting leave to withdraw a motion is a very useful tool for the motion maker, and some cases where it is a very useful tool for the assembly.

[Weldon Merritt]

There are many circumstances in which requesting leave to withdraw a motion is a very useful tool for the motion maker, and some cases where it is a very useful too for the assembly.

I agree. Those who would vote for a motion to grant leave to withdraw may not always be the same members who would vote against the motion itself. I certainbly can envision circumstances in which I might favor a motion, yet neverthess be willing to allow its withdrawal if it is one I do not feel strongly about.

[paulmcclintock]

A Board of Directors meeting of a company was announced and provided required notice to members. Two members sent a proxy representative in their sted, who refused to participate and left the meeting. What affect does this have on the decisions voted on by those who remained and represented a quorum?

Edie

Please ask this unrelated question in a new topic. Thanks.

Inasmuch as this hasn't yet been asked in a new topic...

If members or proxy holders entitled to vote refuse to participate and leave a meeting, but a quorum remains, those remaining may continue to do business.

Regarding proxy holders, the rule in RONR is that proxies are not allowed, so a bylaw or possibly law, both of which supersede RONR, would have to allow proxies. Note that a law/bylaw that allows proxies for shareholders meetings (or meetings of members) doesn't thereby allow proxies for board meetings; the law/bylaw would need to specifically allow proxies for board meetings.