When an organization finds itself entangled in procedural confusion, the best first step is to hire a parliamentarian as an impartial, outside consultant. After sorting through relevant bylaws, parliamentary rules, and minutes, a professional parliamentarian will write an opinion on what the organization needs to do next.
Although a parliamentarian cannot provide an official ruling or give legal advice, a parliamentary opinion can help an organization tremendously in their efforts to move forward from a paralyzing procedural question.