Dear Parliamentarian Vol. 69 November 2001
Dear Parliamentarian Vol. 69 November 2001
Answers to your Parliamentary Questions
"Dear Parlimentarian" is written by the author of Parliamentary Procedures Made Simple: The Basics, an 80 minute video that tells how to have better meetings.
I am unable to find data on what a proxy maybe used for. For example, May I make a motion and use a proxy assigned to me to second the motion? Can you help me or direct me to a site. Thanks.
A proxy is a person carrying a vote for another person to a meeting. The proxy holder is to only vote the way he or she has been designated at the meeting. Usually proxies are used in Homeowners Associations and Corporations. Unless you are a member of the organization, and are the proxy holder, you can't do anything but cast the proxy as a vote when it comes time to vote.
Help! The board secretary died after a recent meeting but before she wrote up the minutes. We have no notes or tapes of the meeting. I have been elected to replace her.
I put in the next meeting's minutes "Minutes of the Sept. __ meeting are unavailable due to the death of the secretary." But can we do anything more? How can we get an official record of what was done at this meeting? Is it important? Who has the power to say what was done? I know that old editions of Robert's Rules said only members present at a meeting can offer corrections to its minutes. Thanks for any advice.
Have members of the board sit down and write the minutes to the best of their ability to reconstruct what happened at the last meeting. If they can't remember the exact wording of motions, then have them put down what they agreed to do. For example, if they agreed to send $100 to the Red Cross for the World Trade Center bombing, then just put it that way in the minutes. If someone can remember who made the motion and the exact wording of the motion, then put that in the minutes. If they voted to pay bills, surely the Treasurer has a record of what bills were submitted and the Treasurer's report itself. Don't panic. The information is somewhere. See if you can find an agenda of that meeting. That will help reconstruct what went on.If there is no paper trail, at all, then they are just going to have to sit down and figure it out. If there is no record of any action, then anything they adopted will fall to the ground and they will have to adopt everything over again. Someone remembers something that happened. I guarantee it.
I spoke to your office this morning and the lady I talked to was very helpful. She said she could give me a written opinion if I gave her the details as we discussed. I will try to be brief and still give you the complete details.
This meeting was our Annual Meeting of a country club for the members to elect new board members and vote on proposed bylaw changes.
Our process is to send information to our membership that includes a cover letter explaining the items to voted on and some background on each. Included is the "Annual Meeting Notice" including the list of candidates as well as a "Ballot" for absentee voting including a certification form. We also provide a "proxy" form. You may also attend the meeting in person and vote.(Naturally only if you haven't voted absentee)
In our bylaws it stipulates that "The polls shall be open on election day from 4:00 pm until 6:30 pm.".
At this particular Annual Meeting, after the polls were closed, a member asked to be recognized and made a motion to "sever" a particular portion of the bylaw changes and ask that the remainder of the changes be voted on. This was seconded and a vote was taken on the issue to sever and this passed. The senior issue which was the portion of the changes that was "severed" was later tabled to be discussed at a later meeting.
We now as a board have to try to figure out what really happened at this meeting.
Here are the specific questions I have.
Since we have absentee ballots already submitted can any discussion on the question be granted? Since the polls were closed can any motions be granted to change the question?
The language or terminology used does not seem to follow with "Robert's Rules of Order". Also the use of the table motion (should be "lay on the table") seemed out of order as well.
Can we as a board go back and make a ruling on what actually happened and not what was perceived?
Thank you for your help!
Let me answer your last question first. It is never too late to correct a mistake of an ongoing nature. Your problem fits into this category. The members and officers need to understand some basic parliamentary concepts. When a motion or election is put to a vote, it means the members are ready to decide. This vote can only be interrupted before any member casts a vote. Since you had specific times for members to vote, the polls were closed, and the ballots presumably being counted, it was out of order for any member to make a motion concerning the bylaw amendments. No motion could be made about these bylaw amendments, until the result of the vote was announced. Otherwise this is interrupting the balloting process. The member could only make the motion to reconsider the vote if it were in the negative. Any bylaws adopted immediately become part of the bylaws. Second, it was also out of order for this member to make a motion about the bylaws because to amend bylaws it usually requires previous notice. Look at the procedure for amending your bylaws. I'm certain the person wasn't following thatprocedure.
Now this is what the board needs to do:
1. Get the result of the votes. Announce them to the members. If the bylaw amendments were adopted they become part of the bylaws immediately.
2. Rule the motion out of order and any action taken on it null and void. That means lay on the table is no longer in affect. If something was adopted it is null and void. The only action that is valid is what the members voted upon during the balloting procedure. Whatever the members decided during that ballot vote stands.
3. If the member is not happy with the bylaw changes, then that person must submit his bylaw changes according to what your bylaws state is the proper procedure for amending them.
Next time, the board and presiding officer must remember that the only business transacted during counting the vote is other business than what has been voted upon.
The motion to lay on the table is never used to postpone to the next meeting. May I suggest that your presiding officer be trained in proper meeting procedures. Your board might find our videos and book on this subject helpful to learn these procedures.
I need to know if the chairman in a zoning board meeting can make the second motion while presiding over the meeting. There were only 4 members present instead of 5.
I thought if there wasn't a second motion by another board member the motion (first) would die for the lack of a second? Can the chairman make the second motion?
It resulted in a tie, but I feel that he negated my vote or non vote when he passed the gavel to me to make the second motion himself. Should I have verbally accepted the gavel, for this to be legitimate?
Please advise. and show me what section this would come under in Robert's rules.
I assume you want to know about "seconding" a motion. When a main motion is made it does need a second. A second only means "I want to hear the motion discussed" not that I am in favor of it. Anyone, including the presiding officer, in a small board can make a second. (He does not have to pass the gavel to do that.) A general parliamentary rule in small boards with members under 12 is that a motion doesn't need a second and that the chairman can make motions, too. What was done was proper and didn't negate your vote.
What I recommend is that you get a good book on Robert's Rules and read about making and seconded motions in small boards. You might find our book Webster's New World Robert's Rules of Order Simplified and Applied helpful in explaining these procedures.
I just have one question: what's the method for developing bylaws for a consortium with 44 members. What we're thinking is that we'll review samples of bylaws related to our work, divide into groups (self-selection) and each group works on a specific section. But then how should each group be facilitated? I know that nominal or focus groups wouldn't work; what's the best method for obtaining information from the group? Thank you in advance!
Viva Combs, MPH, CHES
The best way to do bylaws is to form a bylaws committee representative of all the views of the organization. The most dedicated and interested persons should be on the committee. Also the most vocal or those who have very strong views. One person should be chairman, another the secretary of the committee. It should be a large committee. If you could get about nine or ten people from your group that would be great. The committee should ask the other members to write down their suggestions of what they think should be in the bylaws and give them to the chairman or the secretary of the committee. Then this should be presented to the entire committee to consider. The important point of bylaws is to see the entire picture, and then tackle the individual sections. This process does take a while to do. The best thing that comes out of this is a clearer picture of the purpose of the organization and the members understanding the reason for certain bylaw requirements. If you are incorporated, or have rules of a parent organization governing you, then you need to review those documents first. If you are incorporated then you need to take into consideration any state laws that are appropriate to your organization. Get a good book on "Robert's Rules" that explains what should go into the bylaws and use that as your outline. The problem with looking at other organizations' bylaws is that so many of them are terrible examples of how an organization should govern itself.
Another recommendation is to hire a professional parliamentarian to work with you and guide you through this process.
As the parlimentation of my local forefighters union if have a question in regards to a strange turn of events. Our President and Vice president recently resigned from office. At the same meeting it was by chance the meeting for nominations for office. The presidents office was apposed however the vice presidenet was not. It was motioned that we elect him that night by aclimation, and it passed. The question is does he take office as acting president until elections can be held or does the remaining highest ranking officer take the poosition.
When does the elected Vice President take office according to your bylaws? Was he elected to fill the rest of the term of the officer that resigned or does he immediately take office? What do your bylaws say about filling vacancies?
Our By-laws state that vacant positions are filled by the next officer in line. The intent of electing the Vice President at that particular meeting was to fill the office for the rest of the term as well as the new term which will take place mid-december. I personally made the motion to elect him but did not state at the time when he would take office, but as stated my intent was for him to take over right away.
You know what your intent was, but do the other members? Is that the problem now? That some members want to have the next Vice-President take over, but you want the newly elected vice-president to take over?
The problem lies manly with the secretary who wants to hold the office of president until elections can be held, he is also running for president. Most of the guys want the newly elected/appointed V.P. to fill in until elections
Follow your bylaws concerning filling vacancies. A Secretary never takes the position of president, unless elected to that position.
I have a couple of questions about removal from office. We have a president and 7 board members. One of our board members called for my resignation. I said no. She then motioned to have me resign. It was seconded and she began with a roll call vote. The president did not vote. I was not allowed to vote. The voting result was 4 in favor, 2 against. They told me it passed. 2/3 of 7 is 4.66.
So I am asking, since it was not 2/3 then the motion did not pass, right? And, if i was elected by the general membership, how can the board of directors remove me from the office? Do they have that authority by Robert's Rules? Any clarification that you can provide me with would be greatly appreciated, as I only have 10 days to file an appeal. Thanking you in advance,
Please tell us what kind of an organization you are in. Also look in your bylaws to see what it says about removal. Is your organization incorporated under a non-profit act?
I am in need of some information as soon as possible on an absentee ballot being sent in to the church that I attend. I understand that only members are allowed to vote. Our church is supposed to follow the Roberts Rules of Law. There is some difference of opinion at the church, and I need to find out what is the proper procedure. My question is, If a church member is going to be out of town when a business meeting is to be held, and there is going to be a vote on an important matter concerning the church, can't the church member send in an absentee ballot for their vote to be counted? I would appreciate all the help and information that you could send me. Thank you,
William C. Orrock
What you are really wanting to do is give someone a proxy vote. Unless your bylaws state that members may vote by proxy or by absentee ballot they can't do this.
I received an answer from The Parliamentarian on a question I have about proxy voting in the church I attend and am a member. The by-laws of our church do not make any mention at all about proxy voting and so I know that according to the Roberts Rules of Order, proxy voting is not allowed. We have just had a business meeting at church and our chairman of the deacons wanted the proxy votes counted because he felt that this was not a fair concinces of the church. This business meeting was announced for 3 weeks for everyone to know about it and what was going to be voted on. It also was put in the church bulletin for 3 weeks. Now he wants the proxy votes counted because he said that he wanted to have a record of it. My question is this, Is there any way, or for any reason, that he can demand a re-vote to be taken? Our church is a small church and only had a hand few at the business meeting. Since certain church members were not at the meeting and the vote did not go the way he wanted it to, he is trying to figure a way to have a re-vote at a later date so that his supporters can vote. The way I understand Roberts Rules, if the by-laws do not state that proxy votes are allowed to be counted, they are not allowed in any way shape or form. Is there any exceptions to this rule?
There is no way that the proxies can be counted. As I said in the previous e-mail that goes for "absentee ballots" too. An organization can not vote by these methods unless it is stated in the bylaws. If he wants his absent friends to vote,, then he can do one of two things. If the motion was adopted and he wanted it to be defeated, he can rescind the action.If the motion was defeated, then all he has to do is present the motion again for vote at the next meeting.
PS. See Webster's New World Robert's Rules of Order Simplified and Applied. To back your answer see page 64, under "Taking the Vote by Mail": See page 323 under "Nominations and Elections ." See page 281- 283 about proxy voting. All these state that to do this it must be in your bylaws.
I loved reading pages 1 & 2. Here is my question. Our treasurer mis-handled some assocaition funds, so the board removed her from the office of treasurer (allowed under our bylaws ), we could not remove her from the board, that requires a vote of the membership. However, she verbally quit the board, the mbylaws state a board member may resign by submitting a letter of resination to the board. She refuses to submit a letter and says she wants nothing to do with the board. Is she on or off the board? thanks
Adobe Mountain Estates Homeowners Assocaition
Is there someone that could talk to her gently about sending in a resignation letter? Or could you write a letter that just states her name and that by signing this official form she is resigning from the board? Also how long is her term on the board? And do you have an attorney to ask this question to? You might state to her gently that if she doesn't send in a resignation letter the only recourse the board has is to have the association remove her from the board. To save everyone embarrassment, it would be best if she signed your resignation form. Make it as easy as possible for her to do this. Because you are an association you really need this in writing.
I just built a house in a new addition of 38 homes and we elected five home owners to our board over 18 months ago. The problem is the board decided that all of the meetings will not be open to the members and they will do not give us minutes of the meetings. Also the board sent us notification that we need to fill two spots on the board. They ask us to send in two names of anyone interested in being on the board. They then sent us a list of five names and we were ask to vote for two candidates and then sign your name on the ballet and send the forms to any one of the five board members and they will let us know the results in two weeks. This seems very shady I don't like signing my name so that they can let other people know who I voted and what keeps them from looking at the members votes first then casting their votes.Please advise this is a mess. Thank you.
3221 N.124th ct w
Wichita, Ks. 67223
Have you talked with the President. To give them the benefit of the doubt, I'm sure that they don't have a clue about the right way to do things. There is a proper way to conduct a mail ballot. I suggest that you recommend our book Webster's New World Robert's Rules of Order Simplified and Applied. It has a section on the way to do this which allows the organization to know who is voting but keeps the vote secret.
Our association has finally hired an attorney to help the board members navigate through all the correct procedures. When there is distrust of the board members, this causes incredible problems within the association and the members. In talking with them, encourage them to contact an attorney and see what the state laws say about their meetings. I believe that most states require association board meetings to be open. As far as I know the board doesn't have to give the members a copy of those minutes, but the meetings do have to be open and must have minutes available for members to read if they so request. As a member, be a positive support. We are having to learn this ourselves.
What are the procedures regarding tape recording a monthly meeting. I am involved in a church and the board on a monthly basis approves the minutes after the secretary has typed them and distributed to each trustee for review. Each meeting we tape record to make it easier on the secretary to type up the minutes. There was a question regarding keeping the tapes with the minutes. Does this need to be done? Or should they just be kept until the minutes are approved by the board? Any help will be great.
It is not necessary to keep recordings because the minutes of the official record of the meeting. I hope that you are not putting everything in word for word. If you do these are considered published minutes. It is only necessary to put in what was done and not what was said. You might find our book, Webster's New World Robert's Rules of Order Simplified and Applied. helpful in what to put into the minutes.
WE HAVE A DISTURBING PROBLEM IN OUR COMMUNITY. IT SEEMS THAT IN 1997, A AVOTERS MEETING THE BOARD VIOLATED OUR QUORUM BYLAW AND VOTED TO CONTINUE THE MEETING AND CONDUCT BUSINESS ANYWAY. A REFERENDUM WAS PUSHED THROUGH AND VOTED UPON ALLOWING A PORTION OF THE COMMUNITIES PROPERTY TO BE USED TO BUILD A NEW CLUBHOUSE. THE LADIES AUX. SAID THAT THE BUILDING WOULD BE ERECTED SOLELY BY DONATIONS AND THE PROCEEDS OF BREAKFASTS AND DINNERS. THEY STATED THAT NO MONIES WOULD COME FROM DUES. THEY FURTHER STATED THAT THE TOTAL COST OF THE BUILDING WOULD BE 18K. THEY STAED THAT THEY RAISED 1878.00 THE FIRST YEAR. THREE YEARS LATER THE BUILDING IS UP AND THE MATH DOES NOT ADD UP. WE APPEAR TO BE MISSING A SIZEABLE AMT. OF COMMUNITY FUNDS. WE HAVE INQUIRED AND REQUESTED TO SEE THE BOOKS, BUT AS YET THERE HAS BEEN NO COMPLIANCE. THE SHORTFALL IS AT LEAST 14K, AND MAY BE AS HIGH AS 28K. INDUSTRIAL GRADE KITCHEN EQUIPMENT, AND REFRIGERATERS ARE ON THE PREMISES. IT WAS FURTHER STATED THAT THE SECRETARY/ TREASURER WAS TO HAVE HER OFFICE IN THE BUILDING, NOW SHE HAS SENT OUT BIDS TO HAVE AN EXT. ADDED TO THE BLDG. FOR HER OFFICE. GOT ANY ADVICE FOR US?
Yes, get an attorney. This is the only way this is going to be solved.
ABOUT A YEAR AGO I RESIGNED AS CHIEF OF OUR LOCAL FIRE DEPT. SINCE THEN IT HAS GONE TO SHAMBLES. THE NEW CHIEF HAS BECOME A ONE MAN BAND ,SO TO SPEAK, HE HAS LOCKED UP ALL RECORDS AND IS TRYING TO RUN THE WHOLE SHOW ON HIS OWN. EVERYONE IS LEAVING AND THE FIRE DEPT. IS LOOSING ALL ITS RESPECT. WHAT DO YOU THINK I SHOULD DO TO KEEP THIS DEPT. FROM GOING SO FAR DOWN IT CANT GET BACK UP. I CAN NOT STAND TO SEE SOMETHING I WORKED 15 YEARS TO BUILD GET DROVE INTO THE GROUND. ALL THE PEOPLE IN THE FIRE DEPT. ARE COMMING TO ME FOR HELP, WHAT SHOULD I DO...........STEVE
Is there a way to talk to this man? If not how is someone appointed to Fire Chief?
Could you please provide information regarding, discharging a disfunctional building committee within a parish council. Thank You
Is the building committee a standing committee (meaning a committee that continues with the members being appointed each year)? Who is responsible for appointing the members of the committee?
I so appreciate being able to get my questions answered by you. We keep coming up with picky items to settle. My question today is - We have always had the Secretary read the minutes from the previous meeting out loud to the membership. The membership did not get a copy of those minutes until two years ago. Then we started handing out copies of the minutes to each member at the meeting. But the Secretary still reads it out loud as everyone reads along. My Vice-President would like us to stop having the Secretary read the minutes out loud.She feels if everyone has the minutes in front of them, they can read them and it is the same as having the Secretary do it. My Roberts Rules says the Secretary reads the minutes to the membership and then they are approved as read or approved as corrected. Our by-laws say the minutes are read and approved. It doesn't say who is reading them. Does it matter if the Secretary doesn't read the minutes out loud? Thank you for your time.
First, I don't agree with giving everyone a copy of the minutes. They are not the final corrected version of the minutes. Also, is it wise to have these in circulation for non-members to see?
Second, although it takes time to read the minutes out loud, it also takes time to reading the minutes silently during the meeting. How does the chair know when to ask for corrections? Some members read faster than others. Another point is that some members just glance at the minutes and won't find the mistakes that need to be corrected. By having the minutes read aloud, the chair knows when the secretary is finished reading the minutes and knows when to ask for corrections. Also by having them read aloud, the secretary often finds mistakes and so do the members by following along with them. It is my opinion that they should be read aloud.
Third, your vice president does not understand the importance of the minutes. They are the legal document of the organization and must be correct!! In preparing an agenda for a meeting, the order of the agenda puts the most important business first. The very first item of business is always the read of the minutes. So shouldn't the minutes then be given their proper place? It sounds to me like the vice president just wants to get to other business as quickly as possible.
If meetings are going on to long, then the chair needs to learn how to manage the meeting better.
MY NAME IS HARVEY SPIVACK AND I PURCHASED ITEMS FROM YOU REGARDING ROBERT'S RULES.ONE QUESTION WHICH I CAN'T FIND THE ANSWER TO...WHEN A MOTION IS ON THE FLOOR, SECONDED AND OPEN FOR DISCUSSION , CAN THE CHAIRMAN ENTER INTO THE DISCUSSION OR IS HE STRICTLY THERE TO ACT AS THE MODERATOR? MY EMAIL IS 90SPRUCE@AOL.COM.
Is this person chairing a board meeting or an assembly meeting?
PS. Tell me what book you purchased and I will tell you the page number to find the answer.
IT'S A BOARD MEETING. THE TWO ITEMS BOUGHT FROM MR. MCCONNELL WERE THE VIDEO ON HOW TO CONDUCT A MEETING AND THE OTHER WAS THE BOOK"AN ELEMENTARY COURSE IN PARLIAMENTARY PROCEDURE"
We are currently out of that book so I can't see if it has any information about conducting board meetings.
If this is a board under twelve members, then the rules are more informal and the chairman usually has the right to make motions, debate motions and vote on motions.
If it is a board with more than twelve members, then the chair must step down from the chair to speak and can't return to the chair until the vote is taken on that motion. This is a very simplistic explanation.
May I suggest now that you have some training materials that you get yourself a book called a parliamentary authority.
Mr. McConnell has a very good book on this subject Webster's New Rules Robert's Rules of Order Simplified and Applied. It is based upon the official book but very easy to read and understand. It covers this question and many others that you may have. It is also based on his videos so the video that you have goes well with the book.
What is the procedure for disputing the contents of the Minutes of an Executive Board meeting? The President and the Treasurer of our school's Parents Association disagree on the text of the Minutes for the last meeting of the Executive Board. The Recording Secretary circulated draft Minutes for the meeting Which the Treasurer and the Recording Secretary both feel accurately reflected what took place at the meeting. Later the Recording Secretary circulated another draft of the Minutes modified at the request of the President. The Recording Secretary privately communicated to the Treasurer that she did not agree with the President's modifications, but felt compelled to make the changes. The Treasurer strongly disagress with the modified Minutes, which will be read and approved at the next Board meeting which will be held in two days.
What can the Treasurer do? She will likely lose a majority vote if she moves to amend the Minutes, as the issue in dispute has been a political problem on the Board. If she can't modify the minutes, then a false record is allowed to stand. Help!!
A vote should be taken. If the Treasurer wants to get her point in the minutes, she can make a motion to amend the minutes and have the members vote on it. That will have to be recorded in the minutes even if it is defeated. Why not bring a tape recorder if there is going to be so much contention and audio tape the minutes?
Thanks so much ... I interpreted this phrase from 60. The Minutes "(f) all the main motions ... all other motions that were not lost or withdrawn ..." to mean that the Minutes need not record lost motions. What you've made clear here is that the motion to amend is a main motion and thus must be recorded if it's not withdrawn. This is great ... there is an unhealthy dynamic in the Board right now, so it's virtually certain that the motion to amend will be defeated, but at least it will be recorded.
I appreciate your getting back so quickly. In case you're interested, I'm helping my wife (the Treasurer) out here with parliamentary things ... I was parliamentarian for my HS student government 30 years ago, and some things never leave you ... Thanks again.
This is form of the motion to amend is considered an incidental main motion that is why it is recorded in the minutes whether it is adopted or defeated. If it isn't put in the minutes then a more forceful approach is to raise a point of order.
I am doing research on how to write Bi-Laws for my neighborhood association can you help me? Perhaps you know of books or other reference material that may be helpful in my quest to draft a document that will serve my community well. Thank you,
Tell me what kind of a neighborhood association this is? Is it like a homeowner's association with covenants? Tell me what the purpose of the association is or going to be. Are you going to be incorporated? Then I can tell you what you need to write bylaws.
I have a question concerning our Parliamentarian. We are updating our constitution and doing some important voting on the changes and on the way we make motions at our November meeting. Our Parliamentarian will be out of town and will not be able to be at that meeting. Is it possible for her to ask someone to step into her position for the next meeting? Or can I, as President, appoint someone to take that position while our Parliamentarian is out of town? It's just for one meeting, but I feel we really need a Parliamentarian for this meeting. We do have a few members who are up on Roberts Rules. Thanks for your time.
Do your bylaws provide for this office or is this being done by tradition? The Parliamentarian
I was wondering whether you could help me out with another Ask Elly question. A PTO president has written to say that her PTO board secretary has stated she will take, write and read the minutes -- and no more. She won't write thank yous from the board, put out mailings, or other "secretarial" tasks. She wants to know if there is a job description for board members. I'm assuming her PTO's bylaws don't cover this, otherwise she wouldn't be writing to us. I'm going to suggest that in the future, they specify duties in writing, even if it's "additional duties deemed appropriate." But for now, what would you advise as a parliamentarian, and what -- if anything -- can this board do about the situation.
P.S. We have assigned a writer to address the issue you brought up to me about principals using PTO funds for their own purposes. We'll keep you posted.
It sounds to me that the secretary either doesn't know how to do mailings, or doesn't have time to do these things. The best thing that the organization can do is try to get the secretary some help. In some organizations they have what is called a "correspondence secretary". This person is responsible for writing thank you notes, and handling the correspondence. The secretary would still be responsible for the mailings, but perhaps someone could help do them. Some organizations have an assistant secretary to help the secretary carrying out the details of the office. Being secretary is probably the most stressful and demanding office in an organizaton. Very few people want to do this office. I would suggest that the organization try to find a way to keep the secretary and get her some help instead of being upset that she isn't doing her job.
Now about board rules. These are usually standing or administrative rules. These should be adopted as needed. The bylaws should specifically state the duties of the board. A board can't do anything that is not given to them in the bylaws. Standing rules or a "job description" tell how the duties of the board are carried out. A word of caution. A mistake many organizations make is that the standing rules end up giving the board powers that should really be bylaws. The key is that the standing rules are based upon existing bylaws.
Can the board just appoint a corresponding secretary or assistant, or do they have to add one to they bylaws? Or what?
If it is going to be an official office then it needs to be in the bylaws. If it is just to help the secretary out right now, then it is my opinion that they can appoint one. The board could say why don't we ask Jane or appoint Jane to help the secretary with mailings and writing thank you notes. However, if the person appointed writes the thank you notes, it should still be signed by the secretary. But if they change the bylaws to have a "corresponding secretary" then that person not only writes the thank you notes and correspondence, but also signs it as corresponding secretary.
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