Article Summary:What are the procedures an assembly must follow?
"In the absence of the adoption of rules of procedure and in the absence of statutory regulation, the generally accepted rules of parliamentary procedure control . . . ." 59 Am. Jur. 2d Parliamentary Law § 3 (1987)(citations omitted). "If there is no specific, unambiguous statute or charter provision, resort may be had to Robert's Rules of Order [Newly Revised] for light on relevant parliamentary usages of deliberative assemblies." 59 Am. Jur. 2d Parliamentary Law § 3 (1987)(citations omitted).
As "generally accepted rules of parliamentary procedure" are difficult to define, most groups formally adopt written rules of parliamentary procedure. The usual method by which a society provides itself with suitable rules of order is to adopt a parliamentary authority such as Robert's, Sturgis, or Demeter's. A parliamentary authority can be adopted by a bylaws provision that the current edition of a specified manual of parliamentary law shall be the parliamentary authority. Such a parliamentary authority can be supplemented or modified as needed.
The conduct of business in a board or committee often varies by size. According to RONR, business should be transacted in a large board (more than a dozen members) according to the same formal rules of procedure as in other deliberative assemblies. However, such formality in a meeting of not more than about a dozen members may actually hinder business. As a result, RONR provides that the procedure in a smaller board can be less formal and include the following characteristics:
- Members are not required to obtain the floor and can make motions or speak while seated.
- Motions need not be seconded.
- There is no limit to the number of times a member can speak to a question, and motions to close or limit debate generally should not be entertained (unless the group has adopted a rule to the contrary).
- The chair need not rise while putting questions to vote.
- The chair can speak in discussion without rising or leaving the chair; and
- Subject to rule or custom within the particular group, the chair usually can make motions and usually votes on all questions.
RONR, p. 470.
WHAT IS THE STANDARD ORDER OF BUSINESS FOR A MEETING?
A meeting should not be called to order until a "quorum" is established. A quorum is the number or proportion of the members of an organization that must be present in order to transact any business. The quorum should be defined in the bylaws. In the absence of a provision regarding quorum, common law provides that a majority of members constitutes a quorum. 59 Am. Jur. 2d Parliamentary Law § 7 (1987)(citations omitted). Once a quorum is present, the meeting and business may proceed. Quorum refers to the number of members present, not to the number of members voting. If a quorum is present, a vote is valid even though fewer than the quorum vote.
The "order of business" is the established sequence in which business is taken up during a meeting. It is a blueprint for meetings and provides a systematic plan for the orderly conduct of business. If the bylaws do not include a standard order of business, parliamentary law has established the following pattern after the Call to Order by the chair:
I. READING AND APPROVAL OF MINUTES
I f copies of the minutes are made available, the actual reading may be waived. Following any corrections or additions, the minutes should be approved. Approval of the minutes is usually handled by unanimous consent.
II. REPORTS OF OFFICERS, BOARDS, AND STANDING COMMITTEES
T he chair usually calls on only those members who have reports. A motion arising out of one of these reports is taken up immediately, since the object of the order of business is to give priority to the classes of business in the order listed.
III. REPORTS OF SPECIAL COMMITTEES
S pecial committees do not have continual existence, but exist solely for the purposes of a specific project.
IV. UNFINISHED BUSINESS
U nfinished business (sometimes incorrectly referred to as "old business") refers to questions that have carried over from the previous meeting as a result of that meeting having adjourned without completing its order of business. The following items are considered under unfinished business:
(a) The question that was pending when the previous meeting adjourned;
(b) Any questions not reached at the previous meeting before adjournment;
(c) Any questions postponed to the present meeting.
VI. NEW BUSINESS
F ollowing any unfinished business, the chair asks, "Is there is any new business?" Members can introduce new items of business or move to take from the table any matter that is on the table.
Optional headings in the order of business may include OPENING CEREMONIES, a ROLL CALL of members, a CONSENT CALENDAR for disposing of routine business by unanimous consent, ANNOUNCEMENTS, or a PROGRAM. Any item of business can be taken out of its proper order by adopting a motion to suspend the rules with a two-thirds vote (under RONR), although this is usually arranged by unanimous consent.
Jim Slaughter is an Expert on Parilmentary procedures, and an attorney and partner at Forman Rossabi Black Marth Iddings & Slaughter, PA., in Greensboro, North Carolina. He is both a Certified Professional Parliamentarian-Teacher and a Professional Registered Parliamentarian, both of which denote his extensive knowledge, experience and ability as a parliamentarian. He has instructed parliamentary procedure in a variety of forums, including college and continuing legal education. For more information on parlimentary procedures, or to contact him, please visit www.jimslaughter.com