Search the Community

Showing results for tags 'board'.



More search options

  • Search By Tags

    Type tags separated by commas.
  • Search By Author

Content Type


Forums

  • RONR Message Board – Robert’s Rules of Order Newly Revised
    • General Discussion
    • Advanced Discussion
    • The Robert’s Rules Website
  • About the Message Board
    • Questions or Comments about the Message Board

Calendars

  • Community Calendar

Categories

There are no results to display.


Found 56 results

  1. It may be obvious but I’m looking for something to support challenging the following. Our Association will hold the Annual Homeowners Meeting very soon. A current Board member is up for re-election at this meeting. However, this same Board member has been going to homeowners to solicit their Proxy forms. These Proxies will be given to the Association Secretary and she will cast votes for this Board member to be re-elected. To complicate this further, there is someone else who will be running however, the individuals who have already gave their Proxy don’t know this. I’m looking for recommendations on how to challenge this inappropriate activity.
  2. We advertised starting in January that elections would be held at the May meeting. We asked at meetings, in email blasts and on our Facebook page if anyone was interested in joining the board. We had 3 ladies step up- one each for secretary, treasurer and VP. I asked again at the May meeting. I presented the 3 ladies who had stepped up. A motion was made to accept the new board members. The motion was passed unanimously. All positions were uncontested. Is this valid?
  3. 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.
  4. We hold both our general meeting and board meeting on the same date. The board meeting directly following the general meeting. Our president was out of town on our last meeting date. She did not leave an agenda for either meeting. The vice president presided over the general meeting having put together an agenda with 2 other Board members. They also went ahead and had the board meeting without the knowledge of the president. They created an agenda and the president was not apprised of any of the topics for discussion. Are they allowed to do that? It seems wrong to me.
  5. I have a few different questions that I can't seem to find a full answer for anywhere. 1. Is it legal for parents or board members not on the account, to take pictures of or even view financial books (Bank statements, cashed checks, etc.) at a meeting? 2. If there are 12 people on a youth sports board and appx. 100 parents involved in our football program, can 5 board members (VP, concessions, and 3 head coaches) call a meeting with only an hour's notice, ask the only 22 parents in attendance to vote to remove 2 officers (President and Concession chair), which one wasn't notified and who weren't either present? They also did not make sure every parent was notified about the meeting. It seemed only to be people who they knew would vote their way. Thanks in advance for your help.
  6. President of board and two other board members holding meetings with selected homeowners outside regular scheduled Board meeting. Can this cause them to all be terminated?
  7. Hi all - After months of contention between members, our Board recently voted to impeach one of our officers of the Board. Per our Bylaws, the officer is suspended pending the outcome of a hearing. Since this officer's position is crucial to the well-functioning of the organization, the Chair has inquired about temporarily replacing that member with a new appointee pending the outcome of the hearing. Our Bylaws are silent on the matter of appointing temporary replacements following a member's suspension. The Bylaws just say that a suspended member loses all rights and privileges associated with Board membership. Question: Since our Bylaws are silent, are there any procedures under RONR that allow the Chair to appoint a replacement for a suspended member? Thanks in advance! Any references to RONR are appreciated.
  8. Our private organization's constitution contains the following clause entitled "Conducting Business Meetings": Any member may attend any meeting of the boards, committees and societies and speak to issues at hand if not restricted by this Constitution; though, for good order, the chairman has the right to place restrictions and policies on meeting guests. The chairmen of some boards have put guest policies in place where guests are entitled to speak to the business items on the pre-published agenda at the start of the meeting, then proceed with the board meeting in a closed session consisting only of the elected board members who are entitled to vote. These chairmen have therefore defined "issues at-hand" to mean the business motions that were on the pre-published agenda, which is always adopted as the agenda for the meeting. They believe the spirit of the constitution clause is satisfied by giving general members time to speak ahead of the formal board member debate. However, a dispute has arisen with a member who has interpreted the term "issues at hand" to mean the items under discussion at the time they are opened for debate among the board members, therefore allowing them the right to attend the closed session and be given the chance to participate in the debate. They define "at hand" to mean the real-time debate by the board voting members. Under this interpretation, there would be no closed sessions. It appears that resolution of this concern requires agreement on the term "issues at hand". This does not appear to be a formal term in RONR, and I am interested in opinions from the forum on this debate.
  9. Our current President of our quilting guild has been having Board meetings unannounced and impromptu on the fly on days that the meetings are not scheduled. She just rounds up the Board members who might be in attendance at a social gathering takes them aside and has them make decisions. As a member of the Board, the last time this happened, I was not noticed, invited or even given an opportunity to vote by email that there was a need for a Board decision. Our By Laws say that email votes can be taken. She then comes to the next membership meeting and announces the changes that were made at a social gathering that three members attended. This past Saturday, she tried to do the same thing and fortunately, someone suggested to her that she wait for her scheduled Board meeting this coming Thursday. The last time she did this, there were no minutes taken, no secretary at the meeting to take minutes and she said, well, we just got together and talked about and decided this is what we will do. The whole Board was not invited or noticed about the decision. Can she do this? Shouldn't she have called for an emergency meeting of the Board? Shouldn't minutes have been taken of the meeting and the decision?
  10. An old board passes a motion,then an annual meeting takes place at which three new BOD members are elected, is the new board subject to the motion passed by the old board? Must the new board reconsider the motion? Who is eligible to move for reconsideration? Or, is the motion dead if it is not passed again by the new board? The question restated: are boards of directors considered continuing boards and motions effective in perpetuity regardless of changes in BOD membership?
  11. Please help! Who is in charge of the board's meeting minutes? We have a secretary who does a fine job and she circulates the draft minutes with a couple of days to our board for feedback in case she missed anything. We send her our feedback, mainly tweak here and there, typo corrections etc. We are a small board of 7 members so the more informal Roberts Rules apply to us. Here's the problem: Our president is rewriting the minutes to hide her actions and malign another board member. The president then sent the revised draft minutes to the property manager to put into the board members' packet sent in email the day before the meeting. The secretary was stunned to see her minutes were completely changed. The secretary took action at the board meeting bringing hard copies of her original draft minutes with some revisions previously submitted to her by other board members. The secretary did include a couple of changes the president had made in her own version. The secretary shocked the president! The president, not one to not get her way, stated the board has two versions of the minutes and wanted the board to vote on which version to use to be approved. The maligned board member who knows enough RRONR to annoy the president who won't follow RRONR spoke up and stated the presidents minutes were not up for consideration as only the Secretary may submit the minutes to the packet and board. The president tried to get her clique to vote for her minutes and the discussion became contentious. The president has been required the HOA's attorney to attend all meetings (@ $600 in legal fees per meeting) for the "purpose" or appearance of getting legal advice to overrule the woman who knows how board meetings are suppose to be conducted. This sets up the woman to be the bad guy for insisting the RRONR be followed however informally. She's raised concerns the board members are suppose to debate any action before calling for a vote. The president has three people who always vote with her so she has the majority (4 to 3) usually. I'm guessing in her mind what's the point of debate when the vote goes her way every time. But that's where the secretary comes in. The secretary's minutes capture the president's actions. The president does not want the minutes to show she's railroading things and prefers to appear democratic when she's not. So, as I understand it, and please check me on these items concerning smaller boards (7 members) and Roberts Rules: (1) The Secretary is not required to circulate the draft minutes before the board meeting. Yes or No? (She has in the past to help save time at meetings and to ask for any corrections be submitted to her before sending the "draft" minutes to the property manager to include in the board's pre-meeting reading packet. The board members submit their feedback to the Secretary and... (2) It is the Secretary's prerogative to include or reject any feedback or corrections. Yes or No? (3) Only the Secretary determines the draft minutes' content? Yes or No? (4) While Roberts Rules state it is not required to record how board members voted by name in the minutes, she prefers to for transparency concerns voiced by some residents. Is it in violation of RRONR to record the votes showing how each board member voted on a motion? Yes or No? (5) If board minutes are rejected because of #4, what are the next steps under RRONR? Any information you can share is greatly appreciated. Please cite the rule and page number if you can to help our Secretary. THANK YOU!
  12. Our not for profit Board has had a lot of turnover this year. The president has left the board and a new President will be elected. In the interim, our bylaws state the Vice President will perform the actions of the president if they are unable to do so. Since we have no president, I assume this means the vice president is the acting president. In our Bylaws we also state that the President only votes in case of a tie. We are voting for a specific punishment, since the vice president is the acting president, would she be able to vote on the discpline or only in case of a tie?
  13. We are a small condominium (called a strata in Canada) w/ a 5 member board (called a council in Canada). If we have a meeting and one or more council members is absent, we always list the name or names of the absent member(s). One of our owners says that we must also list the names of all the members present as well. Is that correct?
  14. Our coop is just beginning the process of electing our 1st Board. In the meantime a survey was sent to the members to get their response for installing a pricy piece of equipment. A majority of the respondents supported the equipment. Several did not respond at all. This equipment may not be purchased before the Board is elected. My question is, if we have a Board in place can this survey be considered a majority vote .
  15. Our bylaws state: "the board shall be made up of one voting delegate and one alternate from each community... and shall be chosen by the governing body of the municipality which he/she represents" Then it states: "Officers nominated and elected shall be president, vice-president, and secretary, who will be elected by Board members, with the Board retaining the right to appoint a Treasurer." Only the President and Vice President are actually board members. The Secretary and Treasurer have simply been appointed by the Board and have none of the rights that regular board members do (or so they say.) The secretary is also an employee, who is the best friend of the ex-director. The Ex-Director is now the Treasurer. Is it common practice/or acceptable to have officers who aren't board members? Does this violate any rules/common procedures?
  16. In the election of a president of an organization, if there is more than one candidate, and despite silence in the organization's charter, the body proceeds to vote on the first nomination first, and the first nominee wins election, is that process legal? I am told that there is a section of RR which states that if votes have been taken in a certain way as a matter of custom, then that custom shall prevail. Is that a valid argument? The citing of chapter and verse would be appreciated.
  17. Following some "less than proper" behavior by several members and officers of our organization, several of our elected board members (including the Chairperson) sent their resignations to the remainder of the board via email. Now after cooling off, these board members wish to withdraw their resignations and remain on the board. According to RRoO, it is my belief that they can do this. Am I correct? Does any action need to be taken? i.e. - Do we need a motion to NOT accept the resignations? Can our next meeting proceed with the elected Chairperson running the meeting?
  18. Hi, how much notice to you need to give to call a board of directors meeting? I was notified with less than 24 hours notice that a meeting was being called, plus the meeting was being held on a legal holiday. Is this legal?
  19. Can the Chairman of the board allow advisors to speak at a board meeting or is a vote required by the board to approve the advisor, assuming the bylaws do not dis-allow it?
  20. Can a person hold two voting positions? For example Treasurer ( which is an officer in the by laws ) and Immediate past present (which is an executive board member in the by laws )
  21. Our association has not held elections for the board in several years. I found out the board is electing itself. Our by laws do not specifically note who can vote for a board member.
  22. We have an upcoming meeting of our board. This meeting occurs yearly. These meetings are held in person. We have a board member that cannot attend the meeting but wants to be able to vote on items that we will vote on during meeting via video chat. Our bylaws do not allow for proxy voting (although that is not what is being requested). The only thing that we have in our documents about these types of meetings is in the application for positions that state that there is an expectation that there will be travel involved while serving as board member and included in list of events is this specific meeting. The chair of the board has told this member that they will not be allowed to vote as they will not be physically present. The board member is wanting to challenge the chair's decision to the executive committee. The EC has very specific job descriptions and reviewing these requests is not among the responsibilities. Can the chair just tell the member no? Can the member appeal the chair's decision to the full board?
  23. Is there a name for a person who is not a member of the board or of the organization itself, but performs the task of a board position because that position cannot be filled? For example, getting a non-member or an accounting firm to do the task of the Treasurer. This person/company would not attend board meetings but would submit reports to the board.
  24. Another committee/board question. If a committee that has been formed by the board submits a report to the board, is the board obligated to either accept the reports recommendations OR refer it back to the committee for more work? If the board refers the report back to the committee, can/should the board make recommendations as to the types of changes/work that it (the board) would like to see? Alternatively, can the board receive the report and proceed to change it as needed without referring it back to the committee that produced it?
  25. our association has some 20 motions ,properly adopted over the years by the membership,at general membership meetings, about our travel policies. some rules and motions are strictly monetary [ spending limits], others are not [ have to do with proper behaviour, ec]. the board reviewed the full set of existing motions, left some intact, rescinded others, revised, combined etc. some now claim that this is an act of amendment of something previously adopted, and as such has to be voted on by the membership. But the parliamentarian ruled that the board's vote is enough. the bylaws say: " Powers of Directors: Subject to the powers of the membership ...all corporate powers of the Association shall be exercised by or under the authority of, and the business and affairs of the Association shall be controlled by the Board. Without limiting the generality of the foreging,the Board shall have the following powers:...... B. to conduct, manage and control the affairs and business of the Association, and to make such rules and regulations therefore that are not inconsistent with the law and with the articles of incorporation or with the bylaws." [The bylaws say that the Association shall follow Roberts Rules.] Now then: Some say that the revision of the existing set of motions is rescinding or amending something previously adopted, and as such it needs the procedures outlined in RR. Others say that the power of the Board is to manage all business functions of the Association, the adoption of rules is such a function, and therefore it is under the sole jurisdiction of the Board, and that the bylaw does not delegates this power to the membership, and so the Baord alone has the power to make rules. What say you? Thanks.