CP Interpretation & Application of Governing Documents 3 — Questions and Answers
Question 1: A motion is made that contradicts the organization's standing rules. What should the chair do?
- Rule the motion out of order (Correct answer)
- Allow the motion and let the assembly decide
- Table the motion pending a bylaws review
- Refer the motion to the executive board
Correct answer: Rule the motion out of order
The chair must rule a motion out of order if it conflicts with the organization's standing rules or other governing documents.
Question 2: An organization's bylaws require notice for bylaw amendments but do not specify the notice period. What applies?
- No advance notice is required since the bylaws don't specify
- The assembly votes on the required notice period each time
- The parliamentary authority's requirement for previous notice applies (Correct answer)
- A minimum of 60 days notice is always required by law
Correct answer: The parliamentary authority's requirement for previous notice applies
When the bylaws require notice but do not specify a period, the parliamentary authority's provisions on previous notice govern.
Question 3: A board is granted 'full power and authority' by the bylaws. Does this allow the board to amend the bylaws?
- Yes, because the grant is unlimited and comprehensive
- No, because amending bylaws is an inherent power of the membership (Correct answer)
- Yes, but only if two-thirds of board members vote in favor
- No, unless the board ratifies the change at the next meeting
Correct answer: No, because amending bylaws is an inherent power of the membership
Even a broad grant of authority to the board does not transfer the membership's inherent power to amend the bylaws.
Question 4: How should an organization resolve a genuine ambiguity in its bylaws?
- The president interprets the ambiguous provision with binding effect
- The assembly adopts a motion interpreting the provision, which controls until the bylaws are amended (Correct answer)
- A two-thirds vote is required to resolve any ambiguity
- The ambiguity renders the entire bylaw article void
Correct answer: The assembly adopts a motion interpreting the provision, which controls until the bylaws are amended
The assembly may adopt an interpretation of an ambiguous bylaw provision that is binding on the organization until the bylaws are formally amended.
Question 5: An organization's constitution requires annual elections in 'the fall.' A dispute arises over which months constitute 'the fall.' Who resolves this?
- The parliamentarian makes a binding ruling
- The executive board issues a final determination
- The assembly decides by majority vote subject to appeal (Correct answer)
- Courts must be petitioned to interpret the language
Correct answer: The assembly decides by majority vote subject to appeal
Ambiguous provisions in governing documents are resolved by the assembly through a majority vote, and the decision may be appealed.
Question 6: Which action is NOT permissible under a standing rule adopted by an organization?
- Limiting debate to five minutes per speaker
- Requiring a roll call vote for all elections
- Waiving a bylaw requirement for a single meeting (Correct answer)
- Setting the date and time of the next meeting
Correct answer: Waiving a bylaw requirement for a single meeting
Standing rules cannot waive bylaw requirements; only a provision in or equal to the bylaws can override a bylaw.
Question 7: When the bylaws authorize a board to 'fill vacancies,' does this include filling a vacancy in an elective office?
- Yes, unless the bylaws specifically exclude elective offices (Correct answer)
- No, filling elected offices always requires a membership vote
- Only if the vacancy occurs during the last quarter of the term
- Yes, but the board's appointment must be confirmed at the next meeting
Correct answer: Yes, unless the bylaws specifically exclude elective offices
A bylaw grant to fill vacancies is interpreted to include elective offices unless the bylaws specifically carve them out.
CP Interpretation & Application of Governing Documents 3
A motion is made that contradicts the organization's standing rules.
What should the chair do?