Action on approved motions

[Guest Deborah Malina]

A HOA approved by a simple majority to expand coverage of wireless service. Bylaws only require a simple majority of members at large. Motion passed and board refuses to act on approved motion because they do not feel the motion passed by enough votes. How does the HOA force the board to take action?

[Rob Elsman]

A HOA approved by a simple majority to expand coverage of wireless service. Bylaws only require a simple majority of members at large. Motion passed and board refuses to act on approved motion because they do not feel the motion passed by enough votes. How does the HOA force the board to take action?

See FAQ #20 at the Robert's Rules of Order website, www.robertsrules.com.

[David A Foulkes]

A HOA approved by a simple majority to expand coverage of wireless service. Bylaws only require a simple majority of members at large. Motion passed and board refuses to act on approved motion because they do not feel the motion passed by enough votes. How does the HOA force the board to take action?

I think the tricky thing here is the wording of your bylaws, which you have only paraphrased. If the bylaws require a majority -- "simple" is not a necessary term in this regard, as majority means "more than half" and you can't get much simpler than that -- of the members at large, this could be interpreted as meaning of all the members designated as "members at large" (counting all of them even if they were not in attendance at the meeting and thus, of course, not voting), whatever that might mean according to your bylaw definition.

If you have 100 "members at large", then a majority of them means more than 50 votes are required, which would in reality mean at least 51. If, at the meeting where the wireless service expansion was approved, fewer than 51 "members at large" voted to approve the expansion, then it could be construed that there were not enough votes to pass it.

The answer lies in your bylaws, which would need to be interpreted in there entirety (something not done on this forum).

[Tim Wynn]

A HOA approved by a simple majority to expand coverage of wireless service. Bylaws only require a simple majority of members at large. Motion passed and board refuses to act on approved motion because they do not feel the motion passed by enough votes. How does the HOA force the board to take action?

Is the board contending that the required vote threshold was not reached?

[Guest Deborah Malina]

Is the board contending that the required vote threshold was not reached?

It just passed. The board is concerned they didn't have a greater percentage approval but the bylaws only calls for 51%.

[Tim Wynn]

If, at the meeting where the wireless service expansion was approved, fewer than 51 "members at large" voted to approve the expansion, then it could be construed that there were not enough votes to pass it.

Exactly... and if fewer than a majority of members were present, the motion could not have been passed... however, if a majority of members was present at the meeting, and if the motion was declared approved in the chair's announcement of the result, it stands, no matter how many votes it received. (OF COURSE, ALL THIS ASSUMES THAT THE REQUIREMENT IS AS WRITTEN IN THE QUESTION... which is not necessarily the case.)

[David A Foulkes]

It just passed. The board is concerned they didn't have a greater percentage approval but the bylaws only calls for 51%.

Well, now you're getting me (and perhaps others here) a little confused. First you said the bylaws require a "simple majority of members at large." Now you say they require "51%." The specific wording is key here, as is the voting that took place at the meeting, and how many "members at large" were in attendance and voting to approve.

[David A Foulkes]

Exactly... and if fewer than a majority of members were present, the motion could not have been passed... however, if a majority of members was present at the meeting, and if the motion was declared approved in the chair's announcement of the result, it stands, no matter how many votes it received. (OF COURSE, ALL THIS ASSUMES THAT THE REQUIREMENT IS AS WRITTEN IN THE QUESTION... which is not necessarily the case.)

True enough. (and please don't type in ALL CAPS, it's considered..... oh, never mind).

[Edited to add:]

As for whether a majority of member was present or not, isn't it true that as long as a quorum was present, and no Point of Order was raised upon the chair's announcement of the results, the vote stands as long as it received a majority of votes cast?(or even if it didn't?)

[Tim Wynn]

It just passed. The board is concerned they didn't have a greater percentage approval but the bylaws only calls for 51%.

No rule in RONR gives the board the authority to disregard an action of the general membership in such a way. See RONR(10th ed.), p. 466, l. 7-14.

[Tim Wynn]

As for whether a majority of member was present or not, isn't it true that as long as a quorum was present, and no Point of Order was raised upon the chair's announcement of the results, the vote stands as long as it received a majority of votes cast?(or even if it didn't?)

No, a requirement of a majority of the entire membership protects absentees, so a Point of Order wouldn't have to be timely. If a majority isn't present... it's absent. If a majority is absent, it can't transact business. Nothing that requires a majority can be done without that majority.

[Tim Wynn]

True enough. (and please don't type in ALL CAPS, it's considered..... oh, never mind).

Sometimes I like to type certain points LOUDER than others.

[Guest Deborah Malina]

No rule in RONR gives the board the authority to disregard an action of the general membership in such a way. See RONR(10th ed.), p. 466, l. 7-14.

That's what I thought but I had to be sure. Thanks for your help

[David A Foulkes]

No, a requirement of a majority of the entire membership protects absentees, so a Point of Order wouldn't have to be timely. If a majority isn't present... it's absent. If a majority is absent, it can't transact business. Nothing that requires a majority can be done without that majority.

Okay, but I didn't read the question as stating a majority of Members At Large was the quorum, only that it was the required voting threshold for this particular question. The quorum threshold may be lower, allowing business to be transacted, although in order to pass this particular motion (and perhaps all motions, although again we're into the bylaws) a "simple majority of members at large" (or 51%, take your pick) is required. Am I splitting too fine a hair here?

[Tim Wynn]

That's what I thought but I had to be sure. Thanks for your help

You're welcome.

[Tim Wynn]

Okay, but I didn't read the question as stating a majority of Members At Large was the quorum, only that it was the required voting threshold for this particular question. The quorum threshold may be lower, allowing business to be transacted, although in order to pass this particular motion (and perhaps all motions, although again we're into the bylaws) a "simple majority of members at large" (or 51%, take your pick) is required. Am I splitting too fine a hair here?

I wasn't referring to a quorum. Let's assume a quorum is present.

Still, a voting requirement of a majority of the entire membership requires a majority of the entire membership to be present in order for such a motion to pass. Any motions based on those present and voting or motions based simply on those present do not have such a requirement.

If a motion is incorrectly declared adopted (let's say it only got 48% for a majority vote), a point of order must be timely.

However, if a motion requires a majority of the entire membership to pass, a majority of the entire membership must be present for it to pass. Even if it passes unanimously, without a majority of of the entire membership present, a point of order can be made at any time. Why? Because X is required to adopt the motion... X wasn't at the meeting... so X was absent... so the rights of X (an absentee) were violated. X can be filled with "A Majority of the Entire Membership," or "A Majority of Members At Large," et cetera.

[David A Foulkes]

Okay, I see what you're saying. So, in essence, if the bylaws dictate that all motions require a majority of the membership in order to pass, than in the absence of this majority in attendance, regardless of what the quorum is (although assuming it was met), no business can be conducted that requires voting. Thus, the meeting could be called to order, the minutes read and approved (by the chair), reports given, and then pretty much they must adjourn, possibly to a future time.

Still, a Point of Order must be raised at a subsequent meeting in order to nullify the chair's announcement, yes?

[Edited to add the parenthetical comment in the second sentence, and the final question]

[Tim Wynn]

Okay, I see what you're saying. So, in essence, if the bylaws dictate that all motions require a majority of the membership in order to pass, than in the absence of this majority in attendance, regardless of what the quorum is (although assuming it was met), no business can be conducted that requires voting. Thus, the meeting could be called to order, the minutes read and approved (by the chair), reports given, and then pretty much they must adjourn, possibly to a future time.

[Edited to add the parenthetical comment in the second sentence]

It's more likely (and more advisable) that only certain motions (perhaps high expenditures of money; issuance of awards; etc.) would require such a threshold; in which case, all normal business could be conducted, except that that requires the threshold that is not met.

[Tim Wynn]

Still, a Point of Order must be raised at a subsequent meeting in order to nullify the chair's announcement, yes?

As the wiseman once said, "Rules don't enforce themselves."

(Mr. Martin is the wiseman... or else he's the one who quoted the wiseman... either way, the moniker still fits.)

[David A Foulkes]

I'll go with he being the wise man. Thanks for the interchange.

So, Deborah Malina, still with us? Any further insight into this?

[tctheatc]

The original post says the board feels the motion didn't pass BY ENOUGH. So I take it they agreed that IT PASSED. Perhaps (yeah, I know, it's a long thin limb I'm on) that answers the question as to whether the issue was a majority of members at large (present at the meeting or not) had to vote in favor.

[Tim Wynn]

The original post says the board feels the motion didn't pass BY ENOUGH. So I take it they agreed that IT PASSED. Perhaps (yeah, I know, it's a long thin limb I'm on) that answers the question as to whether the issue was a majority of members at large (present at the meeting or not) had to vote in favor.

I'd say it's a pretty sturdy limb. My bet would be that it's exactly as you say.