Parliamentary Procedure Q&A

Q: Our Vermont state statutes state "Unless the articles or bylaws prohibit or limit proxy voting, a member may appoint a proxy to vote or otherwise act for the member..." Our constitution says that officers will be "elected by a majority of the members present." It also says that "The Society at any annual meeting or special meeting may pass such bylaws and regulations as may be necessary for the government and well being of the society." RONR states that "Proxy voting is not permitted in ordinary deliberative assemblies unless the laws of the state in which the society is incorporated require it, or the charter or bylaws of the organization provide for it." (Emphasis added.) RONR goes on to say "if the law under which an organization is incorporated allows proxy voting to be prohibited by a provision of the bylaws, the adoption of this book as parliamentary authority by prescription in the bylaws is treated as sufficient provision."

We have established that members must be present to vote in our elections; however, in order to eliminate proxies altogether, if we adopt RONR at the beginning of our meeting, does the ruling on page 421 actually eliminate proxies or do our state statutes "require" that we allow them? Obviously, state statutes overrule RONR, but what is your interpretation and do we have the power to eliminate proxies? - Chuck Wade, Nov. 24, 1999

A: I'm concerned about your phrase "adopt RONR at the beginning of our meeting...". Normally, the adoption of a parliamentary authority appears in an organization's bylaws or constitution. It would be improper to adopt an authority for a meeting, since the authority specifies the rights of absent members (such as rules for proxy voting). Only at the beginning of mass meetings or meetings of unorganized bodies are a parliamentary authority adopted. See RONR p. 15. Your organization, being over 150 years old (see Is member represented by proxy "present"?) is certainly organized.

If your constitution actually does specify RONR as the parliamentary authority, then, as you point out, proxy voting would be prohibited. If it does not, then proxies are allowed. You should amend your constitution to either adopt RONR (the preferable solution for many reasons) as your parliamentary authority, or to explicitly prohibit proxies. Check the details of your constitution for the proper procedure for their amendment.

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