In a recent article by nonprofit attorney Jack Siegel of Charity Governance Consulting entitled “Disorder From Robert’s Rules of Order” (http://www.charitygovernance.com/charity_governance/2009/08/disorder-from-roberts-rules-of-order.html), he reiterated his position that nonprofit boards should never assign blanket allegiance to the Robert’s Rules of Order in their bylaws. In an effort to adopt all the policies considered proper for governance, new boards may be tempted to throw in a line encapsulating the whole of Robert’s Rules – without realizing the full extent of the 600+ page document to which they are committing themselves.
Although many people are familiar with the Robert’s Rules of Order by name, the vast majority of board members are not familiar with the complete compilation. A board’s willingness to commit to an unknown document is often a hasty action to embrace standard practices for meetings that may not have been originally listed in the governing documents. Most organizations, however, will never adhere to the level of detail and formality spelled out in the Rules. Despite general impressions to the contrary, an adoption of these provisions can, if fully implemented, affect more than the efficiency of a meeting. The last provisions of the Rules, for example, address the punishment of members - giving instructions for trying members, right down to the details for ejecting members from a meeting place.
The article cited above reviews the case of an organization that, having adopted Robert’s Rules, regretfully learned in more detail of its requirements when one of the board members engaged in improper behavior, meriting his removal. The article explains:
What the organization apparently failed to recognize when they adopted Robert’s Rules of Rule is that Chapter XX (starting on page 624) outlines disciplinary proceedings. The rules are themselves ambiguous as to whether they need only be adhered to if specifically adopted by the organization, or whether a blanket adoption of Robert’s Rules of Order requires these rules to be followed. Whatever the intention, the rules provide the offender with the opportunity to argue that the specific disciplinary procedures must be followed if the organization adopted Robert’s Rules of Order. The outlined disciplinary procedures contemplate a confidential investigation, notice to the offender, a trial with specific procedures, the group’s review of the trial, a report, and the implementation of remedies.
The board in this case did not follow the procedure of the Rules, rather threatening a lawsuit instead. The offending member in turn was able to use the forgotten Robert’s Rules to gain an advantage in the situation.
The article concedes that most organizations adopting Robert’s Rules will usually manage to function without a mishap. But when circumstances arise, as in the example above, Robert’s Rules can work to the detriment of the organization. Unless board members have read, fully understand, and mean to practice the Rules, it is best not to adopt them in their entirety. One feasible approach may be to adopt only those sections of the Rules that are thought appropriate. Alternately, an organization's own bylaws may be sufficient for the purposes at hand.
Michelle Adams is an attorney from Georgia. For more questions about working with Michelle, send an email to info@christianfoundationgrants.com