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JoeB8 (Illinois)
Posts: 48
Posted:
Hello again! I have a few questions....

1) Although a president is supposed to be neutral, can a president vote on all issues if he/she wishes? (regardless of the vote being a tie or not.)

2) Is it ok to second a motion, but then to vote against it? (I think yes, but would like reassurance)

3) Can a motion be made (right from the start) to vote on an issue? Rather than having a motion, then a discussion, and then a vote.

4) Wouldn't you consider it compensation if a director has first crack at something? (such as the ability to rent an Association's owned parking space - rather than having a lottery for all members to have equal opportunity to rent the space.) Meaning... Compensation does not necessarily have to by money.

Thanks!
RogerB (Colorado)
Posts: 5,067
Posted:
Quote:
Posted By JoeB8 on 06/26/2009 9:49 AM
Hello again! I have a few questions....

1) Although a president is supposed to be neutral, can a president vote on all issues if he/she wishes? (regardless of the vote being a tie or not.)

2) Is it ok to second a motion, but then to vote against it? (I think yes, but would like reassurance)

3) Can a motion be made (right from the start) to vote on an issue? Rather than having a motion, then a discussion, and then a vote.

4) Wouldn't you consider it compensation if a director has first crack at something? (such as the ability to rent an Association's owned parking space - rather than having a lottery for all members to have equal opportunity to rent the space.) Meaning... Compensation does not necessarily have to by money. Thanks!

1. If you are following RRO and Bylaws do not state otherwise the answer is yes at Board meetings and no at annual meeting unless it is a small group (less than ~12).
2. Yes
3. No. A discussion should be allowed, unless there is none, before a vote is taken on a motion. However, approvals can be made by acclamation on issues when no voter objects. For example, the chair could state "unless there is an objection the minutes are approved as submitted".
4. It is preferential treatment and should not be allowed.
GlenL (Ohio)
Posts: 5,491
Posted:
#1 Unless your By-Laws are different the president is a member of the BOD and is entitled to vote. I personally have never seen any documents that call for the president to be a neutral party.
#2 Yes
#3 Yes
#4 And yes I would consider it compensation, others might not.

Studies show that 5 out of 4 people have problems with fractions
BrianB (California)
Posts: 2,820
Posted:
i agree with Glen..
RobertG12 (Arizona)
Posts: 160
Posted:
Before you can answer these question, you must state what rules you follow. Does your HOA require the use of Roberts Rules? Any other procedural rules?

If you don't, then the answer to all of your questions is Maybe. Too many people give an answer based upon thinking they know the rules of engagement (putting it strongly). When you don't have any specific rules to follow, then any answer is just as good as any other. There might be a lot of common practices or we always did it that way concepts, but they are not rules.

When there are no formal procedural rules, then you make up the rules as you go or the loudest voice wins or some other method is used.
EvaM1 (Florida)
Posts: 190
Posted:
Regarding 4th question..How can any owner rent the association's common property? Even if it is not for money. Do not your documents have restrictions on use of parking spaces? No one in our Association can 'rent' his parking space.
JoeB8 (Illinois)
Posts: 48
Posted:
Hello all,

Our By-Laws state to conduct meetings according to RRO. The past president really did not follow RRO. (In a prior thread, I wrote that he stated RRO was for England, not America...lol - but that is another issue in itself.)
He would only vote if there was a tie. After reading RRO, it occurred to me that the president can vote since he/she is a board member (although my copy of RRO In Plain English states "While the chair has a right to vote as a member, I recommend that he not vote unless the vote is by ballot. The Chair should appear impartial." It also states that the chair is not compelled to break a tie. So regardless of what is recommended, I am looking to find out if it is ok for the president to vote, if he/she so chooses.

Parking is a premium in our complex. There is an extra space which is owned by the Association. Since the existence of the building, there has always been a lottery for all willing members to have the opportunity to rent the space for a one year term. 2 years ago, the president decided to give board members the first chance at renting the space. This seems to be compensation to me, and compensation is not allowed for directors per our By-Laws.

Thanks again...
GlenL (Ohio)
Posts: 5,491
Posted:
Quote:
Posted By JoeB8 on 06/26/2009 1:50 PM

He would only vote if there was a tie. After reading RRO, it occurred to me that the president can vote since he/she is a board member (although my copy of RRO In Plain English states "While the chair has a right to vote as a member, I recommend that he not vote unless the vote is by ballot. The Chair should appear impartial." It also states that the chair is not compelled to break a tie. So regardless of what is recommended, I am looking to find out if it is ok for the president to vote, if he/she so chooses.

Joe there is a section in this month's davis-stirling.com newsletter that speaks directly to your question of chair neutrality:

"Chair's right to vote. The Chair may vote at any time, however to maintain an appearance of neutrality, the Chair normally only votes when it matters, such as to break, or make a tie, or a 2/3. However, there are special rules for small boards, 10 or less, found on page 470 of the 10th edition of Roberts which states in part that in small boards the chair is a fully participating member, makes motions, debates and votes as any other member. -James Stewart, Mister Parliamentarian"

Studies show that 5 out of 4 people have problems with fractions
KirkW1 (Texas)
Posts: 1,665
Posted:
I don't think this is compensation, but it do think it is wrong and goes against the spirit of the rule against compensation.

But instead of having some drawing and collecting a fixed fee you should let people bid on it. You could try either open or sealed bids.
SusanW1 (Michigan)
Posts: 5,202
Posted:
3) Can a motion be made (right from the start) to vote on an issue? Rather than having a motion, then a discussion, and then a vote.

I've never heard of by-stepping the "debate" part of the motion. It MUST be available somewhere/sometime. Perhaps you mean pre-vote debate where members can debate/discuss, then agree on the wording of the motion, and then the meeting is just the pure vote on that motion. But that chance/meeting would have to be announced to the membership before to give everyone a chance to enter into the discussion. Besides, there may be other amendments to the original motion that also need a vote, then a vote on the main motion.
RobertG12 (Arizona)
Posts: 160
Posted:
Can someone help me understand why this question keeps coming up? I obviously don't understand how the issue of officers voting is repeatedly questioned. All my resources always indicate that board of directors vote and the fact there might be officers who are board members makes no difference. What am I missing?
MaryA1 (Arizona)
Posts: 7,043
Posted:
Robert,

Many people are of the opinion that the Pres only votes to break a tie. Perhaps this is the correct parliamentary procedure according to RRO; but, IMO, the Pres. should always vote. When I hear of a board Pres who only votes to break a tie I'm of the opinion he's afraid to show his position on the issue. If it's a "hot-topic" issue he can always say, "I didn't vote for it" when the members start complaining.

The OP stated his bylaws require RRO to be used so perhaps in this case the Pres. doesn't vote. I'm not an expert on RRO and in fact I don't believe it should apply to HOAs. For one reason most people just don't understand RRO as evidenced by the number of questions we get regarding this and other parliamentary issues. If it were me, I would suggest amending the bylaws to remove the requirement to use RRO.

I don't think you're missing anything, Robert. I just think there are alot of people (even board members) who don't understand the relationship between directors and officers. All board members are entitled to vote on board issues. All board members are directors but not all directors are officers. So whether you are a director or an officer you are still a board member and entitled to vote. IMO, it's a no brainer, but for whatever reason it seems to stump a large number of people.
KirkW1 (Texas)
Posts: 1,665
Posted:
Part of the whole "the president/chairman doesn't vote" routine comes from the US Senate. Now here the body is presided over by Vice President and he (she) does not get a vote except for breaking a tie. But then again, the Vice President is not a natural member of the assembly.

Also in large assemblies the Chair refrains from debate, motions, and voting to ensure that people believe in the neutrality of the process.
MaryA1 (Arizona)
Posts: 7,043
Posted:
The hierarchy of board members is much different in HOAs than in gov assemblies. Aside from the fact that the Pres of an HOA board signs contracts and appoints committees, he really doesn't have any more power or influence than the other members of the board. There is just no good reason for him to abstain from voting. At least that's my opinion and I'm sticking to it!
SusanW1 (Michigan)
Posts: 5,202
Posted:

The size of the board is also an issue. Boards less than 12 member, the president has full director role, including making motions and voting, according to RONR.

RobertG12 (Arizona)
Posts: 160
Posted:
Quote:
Posted By KirkW1 on 06/27/2009 11:32 AM
Part of the whole "the president/chairman doesn't vote" routine comes from the US Senate. Now here the body is presided over by Vice President and he (she) does not get a vote except for breaking a tie. But then again, the Vice President is not a natural member of the assembly.

Also in large assemblies the Chair refrains from debate, motions, and voting to ensure that people believe in the neutrality of the process.

Roberts Rules do not apply to Congress. They have their own set of rules. Making the comparison between Congress and HOA is not appropriate.
EvaM1 (Florida)
Posts: 190
Posted:
The hierarchy of board members is much different in HOAs than in gov assemblies. Aside from the fact that the Pres of an HOA board signs contracts and appoints committees, he really doesn't have any more power or influence than the other members of the board. There is just no good reason for him to abstain from voting. At least that's my opinion and I'm sticking to it! Mary
__

Yes, but our by-laws allow the President to call a special meeting as well. Does not seem to comply with the F.S. 720.306 (3) which says: ‘Special meetings must be held when called by the board of directors’

I do not want to question the clarity of F.S.,but does it mean all board members have to approve a special meeting?

SusanW1 (Michigan)
Posts: 5,202
Posted:
That would be by a vote of the board (to call the special meeting) The meeting MUST then be held.

Sounds like your documents also give the president the power to call a special meeting.
RobertG12 (Arizona)
Posts: 160
Posted:
JoeB8, I am curious. Could you post the exact wording used that requires Roberts Rules to be used? I have not seen it many times and always wondered how to get the wording correct. Thanks.
MaryA1 (Arizona)
Posts: 7,043
Posted:
Quote:
Posted By SusanW1 on 06/27/2009 1:01 PM

The size of the board is also an issue. Boards less than 12 member, the president has full director role, including making motions and voting, according to RONR.


Well, if that's the RONR rule, then Joe's Pres has no reason to abstain from voting. As I said earlier, it's most likely because he doesn't want anyone to know how he feels on a particular issue and gives him an out if the members become angry over a board decision. He can always say, "I didn't vote for that!". IMO, his leadership capabilities leave a lot to be desired.
JoeB8 (Illinois)
Posts: 48
Posted:
Hello folks,
Mary... I want to vote and motion and all that good stuff. I was just verifying that I am able to do it. One of the board members resigned, unfortunately it was not one of the problem children. Sorry if I was not clear about my intentions.

Robert, I will post the wording when I have the bylaws In front of me. I am on my cell now... Will post more later.

Thanks to all who replied!
JoeB8 (Illinois)
Posts: 48
Posted:
Thanks for the info Glen!

Robert,
Our bylaws state "All meetings shall be conducted in accordance with the rules and provisions set forth in Robert's Rules of Order, as from time to time published."

My reason for question 3: Say there is a meeting of the BOD where a quorum is present. Although invited, no owners attend the meeting. The BOD present are aware of an issue, so can the motion to just vote be ok?
MaryA1 (Arizona)
Posts: 7,043
Posted:
Joe,

I think you may be confusing a board meeting with a members' meeting. At a board meeting, the BOD conducts the business of the assn and only the board members are entitled to vote on the issues brought up. The fact that members may not be present at a board meeting does not mean the board cannot conduct business. Members of the assn only have voting rights at a meeting of the members.
JoeB8 (Illinois)
Posts: 48
Posted:
Hi Mary,
I should of not used an example of no members being in attendance. My main point is if the BOD who are present at a BOD meeting and are all aware of an issue, can the discussion part be bypassed, and instead just motion to vote on a particular issue. I understand that the members do not vote at a BOD meeting. But maybe if members are present, then a discussion should be the right thing to do....or maybe it does not matter either way. Thanks!
RobertG12 (Arizona)
Posts: 160
Posted:
Quote:
Posted By JoeB8 on 06/29/2009 2:43 PM
Hi Mary,
I should of not used an example of no members being in attendance. My main point is if the BOD who are present at a BOD meeting and are all aware of an issue, can the discussion part be bypassed, and instead just motion to vote on a particular issue. I understand that the members do not vote at a BOD meeting. But maybe if members are present, then a discussion should be the right thing to do....or maybe it does not matter either way. Thanks!

Joe, many boards would be delighted if there were no discussion, that saves time. Why do you feel there must be any discussion. It is up the individual board members to decide if they THINK they know enough to make an intelligent decision. Remember, the board meeting is not there to please the audience, they are their to conduct HOA business. Just let the meeting flow naturally.
TracieS (Colorado)
Posts: 460
Posted:
If, during a BOD meeting, a motion is called. Not being familiar with the Rules of Order, is there a formal call for discussion?

Example...

Mary: I move the BOD approve the contract extension with XYZ property.
Joe: I second the motion.

Ok, so, there's a motion and a second. Would it go like this next...

Chair: It has been moved and seconded to approve the contract extension with XYZ property. Is there discussion?

So...if there's no discussion, then you just move on, right? What if everyone who "knows" how each person feels about the issues just stay silent? Then, would it go like this?

Chair: There is no discussion. Let's vote (ok, so now I've lost the eloquence...). All those in favor, all those opposed...

IF, the above is kind of how it goes, then, I would say you couldn't probably "bypass" the discussion part, but you could certainly make it very, VERY brief.
MaryA1 (Arizona)
Posts: 7,043
Posted:
Joe,

Certainly discussion can be bypassed; however I do believe the chair should ask if there is any discussion. If there isn't then a vote can be called for. Give the option to the board members. I'm sure if there are members present they would appreciate hearing some discussion; however, the board is not obligated to discuss the matter just for their benefit if there isn't anything more to discuss.

The same applies with reading the minutes. In many instances the board members receive a board packet a few days b/4 the board meeting which includes the minutes from the last meeting. At the meeting the Pres usually calls for a motion to dispense with reading the minutes. Then he asks if there are any additions or deletions then calls for a motion to approve the minutes.

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