Who can move motions – revisited

My last article, “Who can move motions?”, provoked one thoughtful response which is the basis of this article.  The question discussed in that article was “Does a member who does not have a right to vote at an AGM have the right to put a motion to the AGM?”  My latest correspondent challenges my conclusion that only those entitled to vote on a motion could move a motion, and his arguments should be aired and may be right. Redefining the issue My first, general proposition was that “… those entitled to attend a meeting as members of an organisation can speak, move and second motions, and vote.”  My correspondent wholeheartedly agrees, but sees this not so much as defining the incidents of membership as exemplifying some of them.  He believes that it illustrates a deeper and more fundamental rule; that in the absence of “special customs” each member of an organisation is entitled to exercise all of the incidents of membership.  Where the organisation has rules that have been reduced to writing (such as a constitution, well-drawn or not) there seems little room for “special customs” apart from those found within, or which have come in to being with the authority of, the rules themselves. Exercising membership rights Clearly, any exercise of the rights of membership must be for the purpose for which the organisation was formed.  Subject to that constraint, however, the ambit of the exercise of membership rights is very wide.  Further, my correspondent argues that members are presumptively entitled to: Take a full part in the governance of the organisation (the common, though not universal, establishment of a governing...

Who can move motions?

The general rule is that those entitled to attend a meeting as members of an organisation can speak, move and second motions, and vote.  But all is not always what it seems, as sometimes members in different categories of membership may be given differing rights – thus, in a professional organisation associate members may be able to attend meetings but may not have the rights enjoyed by full members.  Well-drawn constitutions will, of course, make this clear. When Rules are not clear It is not uncommon for constitutions to confer on the “lesser ranks” a right to attend and speak, but not vote.  Some months ago, a reader asked me to comment on a situation where a club had various categories of members, of which only  full active and life members have voting rights at general members’ meetings.  Because a group of other members sought to put a motion to a meeting at which they could not vote, the question posed of me was “Does a member who does not have the right to vote at an AGM have the right to put a motion to the AGM?”  I prefaced my response by commenting that in writing my book Society Law in New Zealand (section 8.3 of which covers the right to attend meetings, and Chapter 10 motions and voting processes) I never conceived of a set of rules that did not adequately define who could attend, speak, and move motions at meetings, adding that perhaps the Club should sue whoever drafted the rules! Thinking the issue through While I was not aware of judicial authority, my immediate reaction...

What should supplement a constitution

In my article, “Responsibilities of those in Governance” I mentioned the need for those governing a community organisation to be aware of what is in the organisation’s “constitutional documentation, including any policy, strategic and regulatory documents.”  Many trust deeds and society rules are cluttered with material that need not be there, but should be in supplementary documents which can be changed more readily than the constitution. What should a charitable trust’s deed or a society’s rules contain? The Incorporated Societies Act 1908 (section 6) sets out certain minimum requirement of a society’s rules for registration, but the Charitable Trusts Act 1957 fails to specify any basic essentials.  I suggest that the following basic, core requirements should be specified (the Incorporated Societies Act sections are shown in brackets): The name and purposes of the organisation (section 6(1)(a)-(b)) – but preferably not in unduly restrictive terms which leaves the entity with little room to develop its mission with experience, Given the theme of this article, provision for the making of policies, regulations or bylaws, How the organisation is to be governed, with any powers and limitations on governance powers clearly set out, How people join, resign from and can be removed from membership (section 6(1)(c)-(d)), and details concerning any subscriptions, membership rights and obligations, and complaint procedures, How meetings of the entity are called, held and chaired (section 6(1)(e)), what specific things must be done at annual meetings, and how deadlocks are resolved, How those in governance are elected or appointed (section 6(1)(g)), including any powers of co-option, How meetings of the governing body are called, held and chaired (section 6(1)(f)),...