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  • Someone asked:
    If during an official meeting of a public body, a member of a public body steps down from the dais, excuses themself from the meeting, leaves the room and then returns as a member of the public to address the public body, is this a violation of the rules? The public body is a public school district governing board.
    • Kirby Glad, PRP replied:
      I can't think of the advantage to a board member of doing that - a member of the public is only a guest at a board meeting with no right to participate. So I'm not sure why a member of the board, with full rights of participation (make motions, debate, vote), would give up all those rights to become a mere guest at the meeting. Possibly the board member wanted to reduce the number of members present below the quorum requirement to prevent the board from acting. Foolish or not, I cannot think of any rule against doing it.
  • Someone asked:
    Our organization is reviewing it's procedures for member discipline. In Robert's Rules, 63:22 states that if a committee is appointed to hear a trial, "it must be composed of persons different from those on the preliminary investigating committee." I am curious what the logic is behind this requirement; it would seem the investigating committee could be a subset of the trial committee, as they would be familiar with the charges and the case. Alternatively, would it be appropriate for members of the preliminary investigation committee to serve as "managers" referred to in e.g. 63:30?
    • Kirby Glad, PRP replied:
      Under Robert's Rules the hearing is before the entire body, but IF there is a committee appointed to do the hearing, per the rule you cited, the reason it should be different from the investigating committee is so the people doing the hearing do not have a predetermined outcome in mind - they can be objective in receiving the report and evidence from the investigators and also from the defense. Yes, the manager is often someone from the investigation committee. Some organizations have a designated investigation committee defined in their bylaws, and some have the hearing group defined in their bylaws, but none of this is necessary under Robert's Rules. My experience is that organizations that have a designated "complaint" or "ethics" or "hearings" committee have a lot more disciplinary problems than organizations that don't.
  • Someone asked:
    Regarding committee chairman and member appointments, our Bylaws under "Powers and Duties of the Board of Directors",state, "Appoint an Architectural Control Committee and a Project Planning and Reviews Committee as standing committees. In addition, the B.O.D. shall appoint such other committees as deem appropriate in carrying out its purpose and function." and a separate document, "Policy on Committees and Groups" states, "The Board of Directors president appoints committee chairpersons and liaisons to these committees". This policy allowing the President to appoint the committee seems in contradiction to the Bylaws that give that power to the B.O.D. My understanding is if a policy and Bylaw contradict, that the Bylaw takes precedence?
    • Kirby Glad, PRP replied:
      Two issues arise here. First, the intent of the documents may be that both the board and the board president can appoint committees - I would have to see the full context to determine if that is the case. Second, you are correct that the bylaws are controlling over a mere "policy" document, which Robert's Rules would call a "standing rules". If the bylaws specifically give the appointment power to the board, and not the board president, then you cannot modify that in the policy. If you would like a more specific answer please email your documents to kirby@parliamentarian.com. There is no charge for the initial consultation.
  • Someone asked:
    I have a Board Meeting that is holding an election for the Treasurer position. In the past, it looks like the script would recess the Board Meeting to go through the election process, then go back into the Board Meeting following the election. Is this necessary? I can't find anywhere in Robert's Rules that an election within the Board of Directors meeting needs to recess. Can you clarify?
    • Kirby Glad, PRP replied:
      Not only is that unnecessary, it is also improper. The only way for the board to take action is during a properly constituted meeting (unless your bylaws provide for "actions without a meeting"). So the board should stay in their meeting to conduct all business, including an election. The only reason I could possibly think of for doing it the way you mention is maybe the chair thinks he can't vote in the election during the meeting, which is also not correct.
  • Someone asked:
    In an HOA, If each household has 1 vote, and a member of the household makes a motion from the floor, can another member of the same household second that motion?
    • Kirby Glad, PRP replied:
      Based on the premise that a household has only one vote, then each household is a single "member", so no, a member cannot second the member's own motion. But note this has little impact because frankly the second of the motion is not very important. It only means "yes I would like to talk about that also". Lack of a proper second is never a basis for undoing a vote. Once any debate or a vote occurs on a motion, the second is no longer relevant.
  • Someone asked:
    Where can I find this information? Kirby Glad, PRP replied: on January 25, 2023 1:13 am Robert's Rules of Order does provide a default definition of a quorum, which is a majority of the voting members. You can override Robert's Rules by putting an exception in your bylaws, or by adopting a Special Rule of Order. Both of these usually require a 2/3 vote. You could use either to set the quorum requirement for committees at whatever you want. You cannot change the quorum requirement with a simple majority vote. You cannot change the quorum requirement in the same motion as appointing or creating the committee (in the case of a special committee) unless approved by a 2/3 vote.
    • Kirby Glad, PRP replied:
      Section 40, Robert's Rules of Order Newly Revised (12th ed.)
  • Someone asked:
    Does Roberts give requirements for what constitutes a quorum? For example, can you set up a committee to have X number of members represent quorum, and be out of compliance somehow with Roberts rules?
    • Kirby Glad, PRP replied:
      Robert's Rules of Order does provide a default definition of a quorum, which is a majority of the voting members. You can override Robert's Rules by putting an exception in your bylaws, or by adopting a Special Rule of Order. Both of these usually require a 2/3 vote. You could use either to set the quorum requirement for committees at whatever you want. You cannot change the quorum requirement with a simple majority vote. You cannot change the quorum requirement in the same motion as appointing or creating the committee (in the case of a special committee) unless approved by a 2/3 vote.
  • Someone asked:
    I am on the board of a nonprofit organization. This questions is in regards to a fund raising activity. Our board and membership voted to host a dinner and night out with "artificial horse-style race (video format) activity for our members. After this motion was voted on, it was determined that the state licensing disallowed this activity. This position by the state is being challenged by one of the board members and she has investigated the states position with an attorney who disagrees. The board member is in conflict with the president. As a board member, it is my opinion that both the president and board member require a dialogue to determine the actual facts before being presented to the entire board for a re-vote. My question is #1) what is the correct parliamentary process regarding this conflict. Note that the membership voted strongly to have this event as well as the board members. I don't want to place the organization at risk for any issues with the state.
    • Kirby Glad, PRP replied:
      If the matter was approved by the body then the member(s) who believe it is illegal could challenge this decision at the next meeting by raising a Motion to Reconsider and that would allow debate on the reason for reopening the discussion, and then allow the subject of the activity to be considered again. Maybe someone has a suggestion on how to adapt the activity to meet everyone's understanding of the law. The body of the organization may take into account the opinion of attorneys and others, but is not bound by that. Attorneys have differences of opinion all the time - that is why we have judges. And at times, even judges disagree. It is the duty of members to raise the issues of what is a risk if the activity is adjudicated to be illegal in the future. The best decisions are made when all the facts and opinions are fully presented on both sides.
  • Someone asked:
    Is a non profit organization that has its own bylaws but deferred to Robert’s rules of order required to keep minutes from its board meetings and supply them to the membership? Based out of Oklahoma but has 501c status.
    • Kirby Glad, PRP replied:
      First we need to know if Robert's Rules of Order applies to your organization. Bylaws do not replace Robert's Rules but there should be something in the bylaws that recognize Robert's Rules as the "parliamentary authority". Where Robert's Rules conflict with the bylaws, the bylaws rules. If you need the correct language that should be in the bylaws for this, please email me at kirby@parliamentarian.com Under Robert's Rules you would have a secretary at each meeting who keeps minutes and distributes those to the members. Whether the minutes should be available to the members depends on who has the power in the organization. In some organizations, the board is the center of power, and in other the members are the center of power, and the board is accountable to the members. The easy solution in that case is for the members to amend the bylaws to require the board minutes to be sent out to the members. But you could also do this by passing a Standing Rule, which only requires a majority vote, directing the board to do so.
  • Someone asked:
    I am on the Executive board of a nonprofit club. My position is listed in the bylaws. The current board has taken steps to edit my position description (a club guidance document but not in the bylaws) to render my position advisory only and meeting attendance by invitation only. As an officer currently listed in the bylaws, I believe I still have a right to see the minutes of the meeting, correct?
    • Kirby Glad, PRP replied:
      There is a hierarchy of governing documents. No lower ranking document can alter what is laid out in a higher document. The bylaws of the organization cannot be altered by a special rule of order (or "club guidance" document). If you want to change the bylaws you must follow the process that is outlined in the bylaws for changing the bylaws. If the bylaws give you specific powers and duties, that can only be changed by amending the bylaws. That is the parliamentary advice. If you want to email the bylaws to kirby@parliamentarian.com I can give a more specific answer. But the leadership and political advice is to figure out why people don't want to work with you or why they feel you are not making a contribution in the meetings, and address that issue.