bylaw
Members present and voting?
<p>I'm working on bylaws for an organization and I'm having a hard time parsing out the details of the term &quot;members present and voting&quot; as described in various sections of <em>Roberts Rules of Order, Newly Revised</em>.</p>
<p>I do understand the general purpose in that it prevents abstentions from counting as negative votes. I wonder, though, if it could have unintended consequences.</p>
<p>Given a bylaws article which states:</p>
<blockquote>
<p>all issues to be voted on shall be decided by a simple majority of qualified members present and voting at the meeting in which the vote takes place, provided a quorum is present.</p>
</blockquote>
<p>In an extreme hypothetical situation: at a meeting where there is a quorum present, there are 50 members qualified to vote in attendance. An issue comes up for a vote, and 45 people abstain, 3 vote yes, 2 vote no.</p>
<p>Would this pass 3 to 2, or is there some overriding part of &quot;majority present and voting&quot; that I am just not understanding?</p>

<blockquote>
<p>In an extreme hypothetical situation: at a meeting where there is a
quorum present, there are 50 members qualified to vote in attendance.
An issue comes up for a vote, and 45 people abstain, 3 vote yes, 2
vote no.</p>
<p>Would this pass 3 to 2, or is there some overriding part of &quot;majority
present and voting&quot; that I am just not understanding?</p>
</blockquote>
<p>The measure would pass 3-2. The words mean what they say. Quorum requirements prevent the small number of people voting from being unfair.</p>

<h2>It would pass</h2>
<p>However, there is a slight ambiguity there that you are better off eliminating. Assume the dispute comes up 50 years from now when you and everyone else who wrote the rules are long gone: how can you write it so it's crystal clear? Putting in your example might be a way of doing that.</p>

<p>The largest ambiguity is &quot;and voting&quot;.</p>
<p>That might mean the majority of those who chose to vote on this question (i.e. are there more 'aye's than 'nay's), which matches your example.</p>
<p>It also might mean a majority of the members present who currently have voting privileges. For example, in an HOA it's common to not allow members with outstanding debts to vote. In that case, you would look instead at the number of members present with voting privileges and check whether the 'aye's are more than 50% of the total ('nay' is the same as abstaining in this case). In this case, you should also check your quorum definition.</p>
<p>In either case, you should define &quot;majority&quot;. Some common definitions are &quot;greater than 50%&quot; or &quot;50% plus one vote&quot;.</p>

<p>I would suggest that you specify that for a measure to pass, it must satisfy two criteria:</p>
<ol>
<li><p>The absolute number of votes cast in favor must be sufficient to represent a quorum even if everyone who did not favor the measure were to leave.</p>
</li>
<li><p>The number of votes cast in favor of the measure must exceed the number of votes cast against it.</p>
</li>
</ol>
<p>Writing the rules in this fashion would make it clear that someone who was present but cast a recorded abstention or abstained from casting a recorded vote would not contribute to a measure's satisfying the first criterion, but would not interfere with its satisfying the second.</p>
