Dear Parliamentarian Vol. 99 June 2004
Dear Parliamentarian Vol. 99 June 2004
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.
If the ex officio member is a member of the organization, he has all the rights that the other members of the committee have and also the same obligations. So that means he is counted in the quorum, has the right to make motions, vote and be considered for office. Ex officio is a method of appointment. Instead of a person being elected or appointed by the president, the appointment is determined in the bylaws by virtue of an office or position held. Therefore ex officio member is a member under the same obligations and has the same rights as those who are appointed by other methods.
As the Bylaws Chair of a professional organization, I rely heavily on your book and consult it frequently. It clearly answers the question of whether ex-officio committee members have the right to vote. The question now being put to me is whether they also have the right to stand for election as an officer of that committee (president, vice-president, secretary), My interpretation that there is no distinction between ex-officio and elected or appointed members is that ex-officio members do have the right to hold office on the committee on which they serve. I would greatly appreciate clarification on this.
Naomi F. Rosenberg, PhD
A nominiation is not an election. You must have the election according to the bylaws. On the ballot have a box that the members can check if they want to vote for the candidate. Your bylaws state that the nominees are elected by a majority vote of those cast--not the most votes cast.
Karen Keller wrote:
We are having an election
per the bylaws, we have a slate of nominees.
The slate of nominees are running unopposed.
Do we still need to send out ballots to the membership or do we send out the sequence of events and let the membership know that the slate of nominees are the new officers?
Also, if we send out ballots, and no one is running against anyone, do we just list the persons name and a box next to the name or do we offer a yes or no vote.
Our bylaws state that the winner is the person with the most votes returned. Below are our bylaws regarding elections. When its not clear, we are to use RRO for clarity.
ARTICLE IX Nominations and Elections
Section 9.1 - On or before the 1st day of January the President shall appoint a nominating committee which shall propose and present a slate of nominees for election to all members of the Board. The Nominating Committee shall consist of three (3) members in good standing, one of whom must be a member of the Board. The President many not serve on the Nominating Committee. The Nominating Committee shall select it's own Chairperson. Said slate of nominees shall be presented to the Board no later than the 1st day of April.
No member whose dues are not paid may be a nominee.
No member who has not consented to nomination may be a nominee.
No member who has been suspended or expelled from the Club may be a nominee.
No member who has been a member for less than one (1) continuous year.
Section 9.2 - During the month of April a general membership meeting shall be called to present the Board nominee slate, as selected by the Nominating Committee, to the membership; or notice thereof shall be presented to the membership by mail. Additional nominations shall be solicited from the membership from the floor, or by mail, at this time. All additional nominees must consent to nomination on or before the 30th day of April to qualify for such nomination.
Section 9.3 - Elections shall be conducted by mail. Voting ballots shall be sent to all voting members on or before the 31st day of May and voting will cease on the 30th day of June. Election of the nominees shall be effected by majority vote of the ballots received by the close of voting date. Elected candidates shall assume the duties of office on or before the 31st day of July. Write-in candidates shall not be allowed in balloting. The agenda may also include other issues which the Board wishes to submit to a vote of the members.
Section 9.4 - Nominations and elections cannot be made in any manner other than as provided herein.
Libby Brown wrote:
I found some information taken from Parlimentary Internet Newsletter, Volume 3, Issue 2, March 1997 and am wondering if everything is still the same regarding revisions to bylaws.
I am the secretary of a rural emergency squad and we have made a change to an amendment in the bylaws. The bylaws committee met, and decided to make a change. Our bylaws do not tell us how to go about this process properly and I have several questions.
The first is, who is the person that is supposed to read the proposed change? Does it have to be the President or Vice President? One of our members keeps insisting that is who MUST do it. From the information I read in the article mentioned above, the Chairman of the Bylaws Committee should do this.
Second question, does the proposed change have to be read three times before the general membership before approving the change. This is not the process according to the article I've mentioned either.
We have a Parlimentarian, but I know he has NO knowledge of the proper procedure and it will be my recommendation at our next meeting to purchase Robert's Rules of Order, to keep everyone on the same page, rather than go by what other people say they do in other organizations!
Your help will be GREATLY appreciated!
If you could please send a reply email to:
firstname.lastname@example.org also to email@example.com I would be very greatful.
It is important to follow what your bylaws state about the amending process. Some organizations have several readings of a proposed amendment before it is voted on. I do not know why they do this. Often governmental bodies do this no doubt to give the public ample time to respond to changes in law. In organizations a proposed bylaw amendment is submitted by the bylaws committee, the board of directors, other officers or two members. In your case, since this is coming from the Bylaws Committee, the chairman should make the motion.
If your bylaws do not require three readings of a proposed amendment, I would suggest that the members think about why this way of presenting amendments is done. If there is no adopted rule concerning this, and it has been a long standing tradition, then the members need to vote about this procedure. To change a long standing tradition takes a two-thirds vote.
I am submitting this question in hopes that I and our Board members may receive an answer before our next scheduled meeting June 9th, 2004. My question has to do with the verbal resignation of a Board Member during an open meeting and recorded in the minutes.
This Board Member was the president and back in December and we, incorrectly, removed her from the Board. In January we had her removed as president. She then held the position of director. At that time she asked the remaining Board what our intentions were. If we were going to proceed with her removal. If we were then let her know, that she would resign. We said at that time that we would give it a couple of months. Which now brings me to the present. At out monthly meeting we made an amendment to the agenda, under New Business as to the decision to keep this person on the Board. When it came up we asked for her resignation. The Board would accept her verbal resignation tonight and that we would like to have it in writing within 10 days. This Board Member did give her verbal resignation in open session and is noted in the minutes. We did not receive the written. When this Board Member was approached about it, I was told that by this Member that she had changed her mind. And that what she had said in open meeting was not valid.
Our Bi-Laws state: Any Director may resign at any time by submitting his written resignation to the Board.
Now I have consulted with the Associations attorney on this, and was told that a verbal resignation is valid giving in open meeting with all Board Members and recorded in the minutes. That the recorded minutes are binding and is the written affirmation of her resignation.
Could you please let me know if in fact this is correct procedure, as we already made one mistake and would not like to make another. Thank you for your promptness.
(Trying to get it Right)
I would get the attorney's advice in writing. I would show him the bylaws and the minutes that go with the meeting, and asked him to write his recommendation to you. The board member could argue that a forced resignation which was verbal is not in agreement with the bylaws and therefore not valid. It sounds to me what you really want to do is remove this person from the board. Surely your bylaws provide for a provision of removal of a board member. To cover your bases, I would follow that procedure and then there can't be any questions concerning if the right procedure was followed for a resignation.