One interesting question is how Membership First out maneuvered the opposition during the 30 hour SAG marathon.
It turns out they may have done so by abusing the role of the chairman. The Membership First activists appear to have engaged in what are known in Robert’s Rules of Order world as “dilatory tactics” which are efforts of a minority to prevent an organization from carrying out the business it was convened to transact.
It is the obligation of the chair of the meeting to insure that this does not take place and he has the inherent power to prevent that by using his ability to rule those engaging in the tactics “out of order.”
As the 1915 edition of Robert’s Rules of Order pointed out:
“[E}very deliberative assembly has the inherent right to protect itself from being imposed upon by members using parliamentary forms to prevent it from doing the very thing for which it is in session, and which these forms were designed to assist, namely, to transact business. Therefore, whenever the chair is satisfied that members are using parliamentary forms merely to obstruct business, he should either not recognize them, or else rule them out of order.”
Preliminary reports indicate that the SAG Board chair allowed members to abuse the privilege of debate as a means of stringing out the process, thus failing his responsibility to insure that the Board could indeed transact the business that it assembled 71 people from all over the country at significant expense (since SAG refuses to allow people to use conference phones like every other rational organization, particularly in today’s carbon-concerned days) to carry out.
The “business” of the meeting was to consider a motion to alter key aspects of Guild strategy in light of the abject failure of the current strategy. The prolonged abuse of the debate privilege, enabled by the Board chair, prevented that from taking place. As a SAG Press Release itself admitted “no substantive actions” were taken at the meeting.
The risk here is that board members can be held personally liable to the members for “waste” of corporate assets. Conducting such a meeting where no business is transacted could certainly be seen as such by a judge or jury.
I understand that the General Counsel of SAG is present at Board meetings to advise the chair on governance issues.
One wonders why he did not put a stop to this charade.