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Jim Slaughter

About Jim

Parliamentary Procedure Survival Skills

“After sitting on nonprofit boards and serving as legal counsel to nonprofit organizations for more than two decades, I have come to loathe Robert's Rules of Order.” These sentiments from a book review by Stephen C. Nill -- Founder and CEO of CharityChannel.com -- are not that surprising. After all, doesn’t parliamentary procedure hinder, rather than facilitate, business? Wouldn’t boards function better if we disregarded such procedures altogether?

The Importance of Procedure

Although tempting at times, parliamentary procedure cannot be completely ignored. Courts have held that all organizations, including business, professional, educational, and governmental, are subject to the principles and rules of common parliamentary law. In other words, all of these organizations, including the estimated 1.5 million associations in the United States, must observe proper rules when meeting to transact business.

In addition, most organizations adopt language in their bylaws or governing documents that they will follow a particular parliamentary procedure book, such as Robert’s Rules of Order. Unless qualified in some way, such a provision applies at all levels of the organization. As a result, ignoring or incorrectly applying parliamentary procedure can lead to embarrassment and even lawsuits.

However, the benefits of a well-run meeting extend beyond questions of liability. Proper procedure can help turn long, confrontational meetings into short, painless ones. While a lengthy and badly run meeting can cast a pall on all other accomplishments during the year; a successful and well-run meeting will please and invigorate members. Also, members familiar with the rules have a greater advantage towards accomplishing their goals at meetings and often move quickly into leadership positions. As a result, learning what parliamentary procedure is -- and what it is not -- is worth the effort.

Parliamentary Procedure Revisited

Parliamentary procedure is all of the laws and rules of organizations that govern the transaction of business. Contrary to popular belief, parliamentary procedure is not synonymous with the book Robert's Rules of Order. Instead, Robert’s, which appeared in 1876, is the first edition in a series of books bearing the phrase “Robert’s Rules of Order” in the title. The tenth and current version -- Robert’s Rules of Order Newly Revised (10th Edition )(or “RONR”) -- is without question the 800-pound gorilla of the parliamentary world. RONR is used by approximately 85% of all organizations in the United States that use a parliamentary manual.

However, RONR is not the only parliamentary game in town. While there are occasional cries for a “new” book on meeting procedures, many already exist. For instance, another well-known parliamentary procedure book is The Standard Code of Parliamentary Procedure (4th Edition) (or “Sturgis”), used by many associations of physicians and dentists. For those new to parliamentary procedure, Sturgis is an easier introduction to parliamentary procedure than RONR. Other well-known manuals of parliamentary procedure include Mason’s Manual of Legislative Procedure (used by many legislatures), Cannon’s Concise Guide to Rules of Order (great for practicing parliamentarians), and Bourinot’s Rules of Order (used in Canada). While many other procedural books are available, the fact that RONR is the most used and the easiest to locate argues in its favor as a parliamentary authority.

While you may not wish to read it from cover-to-cover, RONR is an excellent resource for any organization. The book has sections on effective presiding, drafting good minutes, the duties of officers, running elections, writing and amending bylaws, holding board and committee meetings, and handling troublesome members. RONR is fairly easy to find -- just buy the right book. There are numerous RONR "clones" and earlier editions that are easy to get by mistake. RONR is available in hardback and soft cover and can be identified by “10th Edition” and its gold cover.

Using the Right Procedure

“Laws should be like clothes. They should be made to fit the people they serve,” advised Clarence Darrow. Similarly, the procedures used during a meeting should be made to fit both the particular organization as well as the particular meeting.

Most organizations formally adopt written rules of parliamentary procedure. The usual method by which an organization provides itself with suitable rules of order is to adopt a parliamentary authority, such as RONR. 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. The procedural rules in that book then govern in all cases in which the rules are not inconsistent with higher authority, such as federal or state law or articles of incorporation. This parliamentary authority can also be supplemented with specific rules to cover specific situations.

In parliamentary procedure, one size does not fit all. For example, board meetings and membership meetings should be conducted differently. Large annual meetings must be fairly formal. Informal discussion of matters is impractical due to the number of members present. Limits on debate must be observed to keep the meeting on schedule. Formal votes help avoid legal challenges. In contrast, smaller boards and committees can be less formal.

One of the most frequent criticisms of RONR is that the book is too formal for smaller bodies. However, RONR specifically notes that formality can hinder business in a meeting of fewer than about a dozen. As a result, RONR provides for an “informal” procedure in small boards that includes the following:

  • 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.
  • Informal debate can take place with no motion on the floor.
  • When a proposal is perfectly clear to all present, a vote can be taken without a motion being introduced.
  • Motions to close or limit debate are generally not used.
  • Subject to rule or custom, the chair usually can make motions and vote on all questions.
  • The presiding officer need not stand while putting questions to a vote.
  • Decisions are often made by unanimous consent or consensus, rather than by formal vote.

However, some smaller boards dislike the informality suggested by RONR and follow a more formal procedure at all meetings. Even informal boards may choose to be more formal on matters of sufficient importance or controversy.

Conclusion

For anyone who is active on a board or in an association, learning the basics of parliamentary procedure is both desirable and achievable. A solid foundation of procedural knowledge can enhance credibility, result in better meetings, and make the difference between legitimate actions and illegal ones.

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Sidebar:

Parliamentary Resources

Two nonprofit organizations promote parliamentary procedure and certify parliamentarians. Each organization makes referrals of skilled parliamentarians who can advise on matters of parliamentary procedure, train officers, supervise credentials and elections, review and recommend bylaws changes, and conduct workshops on effective meetings.

The American Institute of Parliamentarians has two levels of parliamentary proficiency -- Certified Parliamentarian and AIP’s highest parliamentary classification, Certified Professional Parliamentarian. Contact AIP, P.O. Box 2173, Wilmington, DE 19899; phone: (888) 664-0428, fax: (302) 762-2170; Web site: http://www.parliamentaryprocedure.org

The National Association of Parliamentarians also has two levels of parliamentary proficiency--Registered Parliamentarian and NAP's highest parliamentary classification, Professional Registered Parliamentarian. Contact NAP, 213 S. Main Street, Independence, MO 64050-3850; phone: (888) NAP-2929; fax: (816) 833-3893; Web site: www.parliamentarians.org

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