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Notice of special meeting


adam

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At our last regular board meeting there were two motions passed calling a special meeting: the first to have our attorney present at a special meeting to address questions regarding amendments to our bylaws, and the second to defer approval of the proposed bylaws amendments until the special meeting.

 

Our bylaws require 15 days notice for any meeting of the board, however the date we set for the special meeting was less than 15 days after the regular meeting. Under the circumstances, what business (if any) can be transacted at the special meeting? 

 

Separately, our bylaws stipulate the agenda for every meeting--role call, reading of minutes, new members, finance report, committee reports... Do we follow that agenda at the special meeting?

 

Thank you

 

Adam

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Our bylaws require 15 days notice for any meeting of the board, however the date we set for the special meeting was less than 15 days after the regular meeting. Under the circumstances, what business (if any) can be transacted at the special meeting? 

 

None.

 

Separately, our bylaws stipulate the agenda for every meeting--role call, reading of minutes, new members, finance report, committee reports... Do we follow that agenda at the special meeting?

 

This is a moot point for the upcoming meeting, but for future reference, the answer is no. A special meeting can only conduct the business included in the call, so you would not follow the assembly's usual order of business.

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... This is a moot point for the upcoming meeting, but for future reference, the answer is no. A special meeting can only conduct the business included in the call, so you would not follow the assembly's usual order of business.

You don't think that if OP adam's statement in Post #1 about what the bylaws say happens at "every meeting" is accurate and complete, it won't supersede what RONR says special meetings are limited to? (I am therefore disagreeing with adam's saying in Post 5 that this is a no-brainer; and I trust we're consciously assuming that, perhaps contrary to Post 5, state law is actually not involved.)

(I figure list in the bylaws might also be analogous to placing the day of regular meetings in the bylaws, thus dispensing with the need to send out meeting notices.)

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You don't think that if OP adam's statement in Post #1 about what the bylaws say happens at "every meeting" is accurate and complete, it won't supersede what RONR says special meetings are limited to?

 

It is possible (although I think it is unlikely) that the order of business in the bylaws is also meant to apply to special meetings and to permit the assembly to conduct any business at a special meeting. If so, it would supersede the rules in RONR on the subject. This will be an interesting question for the assembly to consider for future special meetings, and the Principles of Interpretation in RONR, 11th ed., pgs. 588-591 may be of assistance in this regard. It seems, however, that this will be a moot point for the upcoming meeting.

 

(I am therefore disagreeing with adam's saying in Post 5 that this is a no-brainer; and I trust we're consciously assuming that, perhaps contrary to Post 5, state law is actually not involved.)

 

Well, as I understand it, Adam is saying that it is a no brainer that the assembly cannot conduct business at a special meeting if the bylaws require 15 days of notice and less than 15 days of notice is given, and I quite agree with that, at least so far as RONR and the common parliamentary law is concerned. If state law is involved, then how that comes into this is a question for a lawyer.

 

(I figure list in the bylaws might also be analogous to placing the day of regular meetings in the bylaws, thus dispensing with the need to send out meeting notices.)

 

I don't see the connection between a special order of business and whether notice of a meeting is required.

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... It seems, however, that this will be a moot point for the upcoming meeting.

Indeed, especially given adam's follow-up in Post 10.

Well, as I understand it, Adam is saying that it is a no brainer that the assembly cannot conduct business at a special meeting if the bylaws require 15 days of notice and less than 15 days of notice is given ...

Yes, I caught my misreading once you pointed it out.

, and I quite agree with that, at least so far as RONR and the common parliamentary law is concerned.

Probably be difficult to find someone who doesn't agree with it, unless maybe at 4 in the morning.

...[Gary c Tesser, on 29 Aug 2013 - 09:40 AM, said:]

(I figure list in the bylaws might also be analogous to placing the day of regular meetings in the bylaws, thus dispensing with the need to send out meeting notices.)

[back to Josh Martin... Maybe I don't quite have the hang of these brackets:]

I don't see the connection between a special order of business and whether notice of a meeting is required.

I'm drawing a connection, y'see, between cases in which a statement in the bylaws precludes the organization's doing something that Robert's Rules tells it to do. Per p. 89, when the bylaws prescribe the day on which meetings are held, there is no need to send notice to the members telling them so. Similarly (I'm tellin ya), if the bylaws tell us that "every meeting [will include] role call, reading of minutes, new members, finance report, committee reports", yadda yadda, then this prescription supersedes RONR's requirement, almost by definition. that the notice of a special meeting lay out the business to be conducted there. Fortunately, Post 10 tells us just in time that the bylaws say no such thing.

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  • 3 weeks later...

In regards to a church,how does a meeting need to be announced.

 

It depends. If the dates of regular meetings are scheduled in the bylaws (such as "the first Tuesday of each month"), with the hour and place specified by standing rule, there is no need to announce the meeting at all (although it doesn't hurt).

 

On the other hand, if regular meetings are scheduled by resolution, notice must be sent by postal mail or by a form of electronic communication (such as e-mail) by which the member has agreed to receive notice. Such notice is also required for special meetings. In both cases, the number of days' notice required should be specified in the bylaws (RONR, 11th ed., pg. 10-22).

 

I've heard it has to be announced two times to be legal.

 

RONR doesn't require it. It's possible that your church's bylaws require this.

 

Additionally, for future reference, please post a new question as a new topic, even if an existing topic seems similar.

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