The Role of Bylaws under Robert’s Rules
Under Robert’s Rules — or any set of parliamentary rules — your group’s bylaws comprise the fundamental rules that define your organization. Your bylaws should include all the rules your group determines are of such importance that
They can’t be changed unless the members get previous notice of any proposed change and a large majority (commonly two-thirds) is required to enact any proposed change.
They can’t be suspended even by a unanimous vote. However, a particular bylaw may be suspended if the bylaw provides for its own suspension or if it’s a rule that otherwise would be considered a rule of order.
An example of a suspendable bylaw is a provision that “the president shall preside at all meetings of the assembly.” Because this bylaw is specifically a rule related to the duty of an officer in a meeting, it would otherwise be classed as a rule of order, and it could, therefore, be suspended. If there’s any doubt as to whether a rule in the bylaws can be suspended, it probably cannot be.
Because bylaws are such a closely interrelated and customized set of rules, they’re gathered in a single document. With the exception of any laws governing your organization or your charter, the bylaws take precedence over any and all other rules you may adopt.
Bylaws basically establish a contract between members and define their rights, duties, and mutual obligations. Bylaws contain substantive rules relating to the rights of members whether they’re present in meetings or not. The bylaws detail the extent to which the management of the organization’s business is handled by the membership, a subordinate board, or an executive committee. Adopting a motion or taking any action in conflict with your bylaws is wrong, and under Robert’s Rules, any such action is null and void.
Whenever the U.S. Congress enacts a law that treads on the fundamental rights of a citizen, that citizen can take ’em to task and show Congress just how the law is unconstitutional. Well, bylaws are like that, in a way. Adopting a motion or taking any action that conflicts with your bylaws is wrong — and, under Robert’s Rules, any such action is null and void.
Because of the nature and importance of bylaws, and because members’ rights are spelled out there, give a copy of your bylaws to every member upon joining your organization. And give anyone considering joining your organization a copy if he asks. By joining, your prospective member agrees to be bound by these rules, and it’s reasonable to want to look over your bylaws in advance.