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Found 224 results

  1. At a Business Meeting of organization members, I believe Council Meeting minutes were improperly referenced. One of the Council Members handed a copy of the Council Minutes to an organization member and the minutes were referenced as a point of discussion. The Organization by-laws allow an organization member to request a copy of Council minutes with a written request and specification for the purpose of the request. Is there recourse for discussion that took place referencing these minutes at the Business Meeting?
  2. As the secretary to a 501c3 board, I record the minutes. In a recent meeting, the treasurer reported that a certain sum had been donated to the organization. I included that fact and the amount of the donation in the minutes. The moderator insists that this does not belong in the minutes as it was not a motion or a vote. I cited Robert’s Rules section 48 , item 18 as regards the substance of oral committee reports and section 51 regarding oral reports in a small assembly. The moderator insists that as moderator he may decide whether a certain Robert's Rule applies. It is my belief that while a discussion is underway the moderator has broad powers, but once the draft minutes have been prepared (but not yet approved by the board) that the moderator has no right to determine what should/should not be included in the minutes. Can the moderator insist that the amount of the donation be deleted from the minutes? I look forward to helpful comments on this question.
  3. If the Roll Call listed as part of approved minutes must be changed - does that require reconsideration/amendment of the minutes at the next meeting or can the Chair/Secretary simply update the roll and initial?
  4. I am concerned about the non-profit organization meetings has been running for several years without the minutes. The president and treasurer refused to cooperate by abiding the Robert Rules of Order by having the minutes written in every meetings. What will happen to the non-profit organization if it has no minutes for several years? Who will be able to enforce the non-profit organization to write the minutes?
  5. I recently was hired by a nonprofit 501c6 as their first Executive Director (they previously had no full-time staffing) and discovered that the organization did not approve 6 sets of minutes from 2015/2016. Can the current Board approve the minutes?
  6. I understand that minutes are a record of what was done and not what was said. I'm trying to explain WHY that is the case to a fellow Board member who likes all the notes that have dominated the minutes for the last few years. I'd like to go beyond just saying, "RONR says ..." Does anyone know what the rationale is for the "done not said" standard?
  7. The board secretary was absent at our board meeting today and I was elected Secretary pro tem, since I am responsible for taking the minutes at all meetings anyway. My question is related to the signing of the minutes. As Secretary pro tem do I sign the minutes of the previous meeting which the board approved today while I was the acting Secretary, or do I sign the minutes of the meeting for which I was the acting Secretary (today's meeting)?
  8. I sit as a member of a municipal citizen advisory committee. The administer recently used the minutes to promote a personal agenda by misquoting the content of an email brought forward at the meeting in the minutes and; omitted a portion of amended minutes that were carried at a previous meeting. Are there any clear legal or ethical lines crossed in these cases and how to best address it without getting personal? Would there be any good reason to just let it go instead of engaging in what will likely be a hostile response. I'll mention we have a weak Chair that doesn't call for decorum, allows the use of names when things are tense and allows it to get personal. Thanks for your responses. Elle
  9. A main motion was made and adopted by the BOD; however was not recorded in the minutes as the secretary waited until the last minute to write the minutes. Meetings are one every quarter; however no one caught the correction made the correction to record the motion. Now the committee chair that the motion affects states that since he wasn't at the meeting at which the motion was made and the motion was not recorded in the "official record" (the minutes) then he doesn't have to follow it until it becomes part of the official recorded. His statement : "I’m sure you can appreciate the need to have this motion included in the minutes and when, and if, the minutes are corrected to include it, it will be binding." Another correction to the minutes cannot be made until the next BOD meeting when the issue would be mute. Is the motion valid even though the motion has not been recorded in the minutes?
  10. Is it appropriate or permissible for the Secretary to be a member of the minutes approval Committee? If prohibited, please provide a citation.
  11. Under RONR, is it proper for the minutes of a Board meeting for an HOA to include an allegation from one side of a controversy that emerged during a debate of a contentious motion, without inclusion of the other side's contention countering that statement and without any further context? If improper to include such an allegation, what is the recommended way to correct the minutes? - to eliminate that allegation raised within that portion of the debate? or to balance it out with the other counter-statement's contention? or to give greater detail of the full debate? Context is HOA with bylaws that rely on RONR 11th ed. (although those who remember me from a previous question will know that for the time being, we have to interpret the rest of our bylaws in a common sense way until we can re-insert a missing "not" into our parliamentary authority bylaw). Our bylaws contain no specific provision pertaining to minutes, other than that our secretary has the authority to prepare the minutes, so presumably they are to be prepared in accordance with RONR 11th ed. In our February meeting of the Board, a major motion was brought to the floor to remove a Board member, that action being brought under a bylaw requiring 2/3 vote of Board directors present and voting. Debate was rather ragged, in one instance featuring a claim by the defending Board member speaking in his defense. The Board member who had made the motion interrupted without properly gaining the floor, alleging that he had "first-hand" knowledge the defending Board member's contention was false. Draft minutes prepared by the HOA's managing agent contain 3 bulleted items about that portion of the Board meeting - First, a very embellished version of the motion is given, adding significantly more detail than was actually stated in the motion itself. When the vote was actually taken on the motion, the presiding officer did not re-state the motion; and the version of the motion given in the minutes includes content that was not even discussed during the debate. (But that's not my question here; for purposes of this question, presume that the motion as it stood at the time of the vote is being presented in the minutes accurately.) Second, the minutes state that debate was held, a vote was taken, and the motion failed. (The actual vote count is not recorded in the minutes. Similarly, that is not the issue in this particular question.) Finally, in a third bullet after stating the result (i.e., almost as if implying a comment after the debate), the minutes state that [name of officer] stated that [allegation], providing the allegation that was stated by the interrupting Board member (i.e., on the failing side of the vote), without stating the original contention counter to that allegation (i.e., on the winning side of the vote) and without any further context. This highly selective choice of one piece of a much larger, very contentious debate strikes me as the sort of subjective content discouraged from being in minutes that are prepared within the rules of order prescribed by RONR. Comments or suggestions?
  12. A board of directors had a meeting where no quorum was present. One director was excused, but submitted a report. The meeting was held and minutes were published that indicated there was no quorum, but that there was discussion and reports were submitted. The minutes did not include the text of the reports nor anything about their contents. Under Roberts Rules, what can be done now to get those reports available to the membership? Are meeting minutes supposed to include reports?
  13. My organization typically holds board meetings at the beginning of the 2nd week of the month. Those minutes are published in the newsletter, which is distributed in the first week of the month, following the approval of those minutes. This timing means the board meeting minutes aren't distributed to the membership until nearly 2 months after the meeting took place. We are looking for a proper way to distribute those minutes sooner than 2 months after the meeting. An earlier reply on this subject states: "You cannot approve the minutes via email unless the bylaws allow for voting via email." Our bylaws contain the following statement: "Voting by Board members can be oral or by a show of hands, if meeting in person, or via electronic transmissions at the discretion of the presiding officer." Is this statement sufficient to allow the board to approve board meeting minutes via email? Our current practice is to have the recording secretary send the minutes to all board members, allow several days for corrections, then send a final version of the corrected minutes several days after that.
  14. During the Annual Meeting of our Condo Association, the President distributed a letter about an owner. He had the Vice President read the letter out loud to all in attendance. I assumed the reason the Vice President read the letter out loud during the meeting was to make it a matter of record. The letter contained many false statements about the owner. When the minutes of the Annual meeting were published, there was no mention of the letter or that it had been read during the meeting. Can the Board Secretary deliberately omit the letter and the actions of the Board from the minutes? Before the minutes are approved by the membership, can a motion be made to correct the minutes. If so, how does the owner word the motion to add the missing letter? Many thanks. Nancy
  15. Hi all, I have a technical question regarding this motion. What happens to the motion to reconsider and enter on the minutes if 1) the meeting when this motion was raise has adjourned; and 2) when this motion was raised at the meeting it was seconded but the individual raising the motion did not indicate whether he/she was in the affirmative for the initial vote of the reconsidering motion and the chair also did not follow in asking whether this person voted in the affirmative or not? Does this motion get dropped (due to incorrect procedure)? or Is this motion to reconsider deemed valid and can be recalled at the next meeting? I do realize that if this doesn't work out, a rescind motion can be put in front of the members at the next meeting (with notice of course). thanks in advance for any advice!
  16. When I am writing up the minutes of our quarterly board meeting to send out to our homeowners, how much of the treasurer's report do I include in the minutes? How much detail do I need to put? For instance, is it ok to say there were only 2 dispursements this quarter and then list what they were and for how much? Or do I just say that I am sending the treasurer's report(which, by the way, is very vague) along with the minutes? Thank you.
  17. Our Board of Directors usually has meetings every two months, but our bylaws allow mail votes without meeting. When if ever do such votes need to be recorded in meeting minutes?
  18. If someone makes a motion (and it is seconded) and then discussion takes place and that person then removes their motion, do we still document that in minutes? If so, do we document the conversation that led that person to remove their motion then?
  19. Are minutes considered to be legal documents?
  20. I am the staff assistant for the Board of Directors. I prepare the minutes for each meeting and the secretary normally signs. If the secretary is absent from a meeting, who then would sign the minutes for that meeting? Is he still permitted to do so? If not, how is the signer determined? From my online research I've determined that he may not be permitted to sign the minutes and the Board would choose another officer to sign in his place. If this is true I need to be able to explain this and show where this is stated in writing. I believe I have my answer, I just need to be able to prove it. Any help or corrections would be greatly appreciated. Thank you.
  21. Good morning all. I have a general question about procedure as it involves our HOA. At our last annual meeting, a motion was made from the floor, overwhelmingly seconded, regarding rules for the current voting for board members. (our state legislature recently changed some of the election laws that allow representatives of a person running, not the candidate to observe the count) The board indicated they would not allow the observation of the count and denied the motion, as the rules for the count had already been approved in a prior board meeting. The minutes were just released by the board. The motion was excluded from the minutes. When questioned, the board indicated that they determined that floor motion to be illegal and the motion was excluded from the minutes. I am curios because I understood the minutes to be an official record of a meeting, good or bad. 1. Is that allowed? 2. Does that mean that any motion from the floor that evening, seconded, be excluded from the minutes, to include floor nominated candidates? (two of the floor nominated candidates won seats on the board.) Thank you in advance for clarifying
  22. Is there ever a scenario in which a committee should be appointed to approve the minutes? What about a special meeting?
  23. The secretary of our organization has not provided drafts of the minutes in advance of the general membership meetings for me to review. I am not comfortable approving something I've not read. We have not approved minutes for the entire year as a result of not having them prepared or giving them to me 20 minutes before a meeting. Once I read them, they required changes. I suggested we call a special general membership meeting to approve the minutes. (3 days notice). I can get a quorum. If we do not do this, can the next new board consisting of 3/5 new members and a new general memeberhsip base approve the previous year's minutes?
  24. X-board members are demanding that ALL minutes and financial reports are to be mailed to any member that is not present at a previously or special called meeting. (board members, past board members and regular membership) This has not been addressed in by laws... Should a by law be created to cover the above issue or is there an established rule to follow ? Thanking you in advance !
  25. Should the minutes contain the names of the directors and how they voted when showing the results of a motion? Or should they just stipulate passed or failed 4-0 or whatever the number may be?