In Mr. Smith Goes to Washington, the naïve Mr. Smith yields the Senate floor out of courtesy to a colleague, In doing so he loses his ability to debate on his legislation to prevent graft and corruption,  Mr. Smith learned the hard way about the importance of knowing procedural rules. Officers and members of boards and and associations need to know the rules of order to achieve their goals and help their enterprises succeed. Our expertise includes:

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The first place to look for rules that establish agendas and orders of business is the articles of incorporation, bylaws, or other special rules of order of the organization. If no rules exist, then the default is the parliamentary authority established by the bylaws. If the bylaws do not specify a parliamentary authority, then any member can bring an item of business before the assembly by making a motion or offering a resolution as long as no other business is pending and as long as the motion or resolution is within the scope of the organization.

Typically, however, at a minimum, the bylaws specify a parliamentary authority, and further still many organizations have specific rules that govern how an agenda or order of business is established. Most follow Robert’s Rules of Order, Newly Revised 11th Edition (Robert’s Rules) and the remaining discussion here will rely mainly on Robert’s Rules.

For an organization that meets once a year at an annual meeting or less than quarterly during which educational programs and sessions as well as business meetings all occur over a short period of time, a proposed agenda or program is typically established by a committee specifically tasked with putting the program together. The program is then presented to the assembly as one of the first items of business and is voted on by those present. The program could be amended to add items if those present vote to do so. But once voted on, it takes a two thirds vote to change it.

For organizations that meet more regularly, such as monthly or quarterly, the order of business or agenda is either in the bylaws, special rules, or in the parliamentary authority. Most organizations have some variation of Robert’s Rules which offers the following order of business:

1. Reading and approval of meeting minutes
2.Reports of officers, Boards, and standing committees
3.Reports of special committees
4.Special Orders
5.Unfinished Business and General Orders
6.New Business.

Members who wish to offer a motion or resolution could do so under the headings Special Orders, Unfinished Business and General Orders, or under New Business. The simplest way to introduce business is under New Business. Once that portion of the agenda arrives, any member may obtain the floor and make a motion or resolution and as long as there is no condition in the bylaws that prohibits or limits motions of a particular type from being made. For example, amendments to the bylaws often require a previous notice to be given before such motions may be offered. Unless a notice has been given no bylaw amendments may be taken up. Aside from notice requirements or limits to the contrary, a member is free to introduce an item of business, that is, a motion under New Business.

From a strategic stand point, however, if you have an item of business to bring forward and win passage, you will want to be sure that members of the assembly know that you plan on offering a particular resolution. Many organizations will distribute an agenda and accompanying materials prior to the meeting. In such cases, a member seeking to introduce new business may go to the chairman and request that a brief topical phrase be included in the distributed agenda along with any supporting information including the resolution itself. While the chairman should readily oblige such a request, refusal to do so does not eliminate the members’ ability to make the resolution under New Business.

The only drawback to introducing an item of New Business is that it does not come up until the end of the meeting. If the meeting has gone on for a long time and the resolution in question may involve extensive debate, members may be weary and disinterested in taking up an extensive matter.

The headings Special Orders and Unfinished Business and General Orders have rules that bring a motion or resolution under its heading. To make an item of business a special order, a member must make a motion to that effect as follows: “I move that a special order be made for 7:30 pm at the next regular meeting to take up the following resolution: ‘Resolve that ….’” This would take a two-thirds vote to pass, and once passed, the Resolution must be taken up at 7:30 pm at the next regular meeting regardless of whatever else is going on in the meeting. This is a powerful tool, if you can must a two thirds vote!

The more typical way to create a special order is by the motion to Postpone to a certain date and time.

A member may make a motion that a certain resolution be taken up at the next meeting as a special or general order. This is typically taken up as a The only difference being that a special rule takes a two-thirds vote. New Business is generally does not, although some organization Each of these headings has specific 

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