February 22, 2013 - Volume 33 Issue 5



By Roger Hanshaw

Most people who serve on boards and committees know that when it comes time for an official meeting, the rules of parliamentary procedure typically govern the day.  To many, the terms “parliamentary procedure” and “Robert’s Rules of Order” are synonymous, but in fact, parliamentary procedure refers to the general principles of decision-making typically followed by groups, while Robert’s Rules of Order refers to a particular book, which lays out special rules of parliamentary procedure to govern most every situation that might ever arise in a business meeting. 

Thomas Jefferson once remarked that “it matters more that there be a rule to go by, than what that rule is.” For most organizations, the rules in the most recent edition of Robert’s Rules of Order Newly Revised (RONR)offer the best source of procedural guidance available, and almost all boards and committees would be well advised to adopt RONR as their parliamentary authority. The beauty of RONR is its flexibility – its rules are designed to cover meetings from a few to a few thousand – and the flexibility that boards have in implementing the parliamentary rules found in RONR.

RONR contains several specific provisions that are designed to make the use of parliamentary procedure in small boards and committees more effective. The common criticism that RONR is useful only in large meetings is usually a misunderstanding of the flexibility RONR offers to groups that include boards and committees. RONR defines a small board or committee to be those groups consisting of not more than about a dozen persons, clearly taking in all local boards of education and many other similar boards. RONR provides several ways in which the rules may be modified for small boards and committees to allow these groups to transact business efficiently while still enjoying the protection that comes from having an adopted parliamentary authority. The following examples are among those relaxed procedures that RONR allows in small boards and committees:

The group may engage in general discussion on a topic before a motion is made.  One of the bedrock principles of parliamentary procedure is the notion that ideas come before an assembly in the form of a motion, and in the absence of a motion, an assembly is not permitted to consider a topic.  This rule is intended to protect a large meeting from lengthy discussions on extraneous topics that never ultimately lead to a decision. Most board members recognize the need for occasional discussion of a topic before a formal motion is introduced, and RONR also recognizes the value of such brief general discussion and provides for it in small boards and committees. 

The presiding officer, if a member of the board or committee, may make motions, debate, and vote while serving as presiding officer.  Another foundational principle of parliamentary procedure is the rule that a presiding officer may not actively participate in the debate or consideration of a proposal unless she or he first leaves the chair.  This rule is intended to preserve the impartiality of the presiding officer and give every member the assurance that his or her opinions and positions have equal opportunity to be advanced in a meeting without the fear of competition from the presiding officer. In boards and committees, however, the need for this rule is typically much less, and RONR provides that the presiding officer in small boards and committees may actively participate in meetings of the board or committee without vacating the chair. 

The typical limitations on debate are not in place in small boards and committees.  In a normal assembly operating under RONR, each member is entitled to debate each debatable motion two times for up to ten minutes each time. In effect, RONR contains a built-in limit on debate. In small boards and committees, however, these limitations do not apply unless the board or committee has rules outside RONR that govern the proceedings. RONR recognizes that one of the primary purposes of boards and committees is to provide the maximum amount of full and free consideration for proposals, and RONR provides that members of small boards and committees are not bound by the same limitations on debate that members of other assemblies following RONR must follow. 

The power to determine the agenda rests with membership, not with the chair. A common misunderstanding about RONR involves the power of the chair to dictate what items will be considered at a meeting and the order in which the board or committee will consider them. In fact, the chair has no such power, whether in a small board or committee or not. RONR provides that the power to determine the agenda rests with the membership, not with the chair or secretary. Other laws requiring public notice of all agenda items considered at a meeting may force a local board to delay consideration of a topic for a particular period of time, but the board retains the power to dictate that the next posted agenda contain a particular topic, regardless of whether or not the chair wants it considered.

RONR is a tool, and like any tool, it has a purpose and it has limitations. Unlike many tools, however, RONR can be adjusted and its use tailored to the characteristics of the body that uses it. The examples cited in this article are but a few of the tools RONR makes available to small boards and committees.  As Jefferson said, “It matters more that there be a rule to go by....”  Boards can do themselves an incredible service by adopting RONR as their parliamentary authority. The special provisions applicable to small boards and committees contained in RONR make it well-suited to govern the typical meetings of local boards all across West Virginia.

Roger Hanshaw is an attorney at Bowles Rice, LLP, in Charleston.