Guest Claude Soones

reading of minutes regular board meeting and semi anual membership meetings

8 posts in this topic

we are a social club that has a board of directors and membership. We have two distinct meetings 1.  a board of Director meeting that meets monthly and  2. a membership meeting that meets semi annually. Distinct minutes are kept for both types of meetings. Can the membership meetings be accepted at a regular board meting and not read and accepted at the membership meeting denying input from the membership?

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The membership could have authorized the board to approve the minutes of the membership meetings. The membership could still make corrections to the approved minutes.

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The membership has not authorized the Board to approve the minutes. The Board is stating that this can be done according to Roberts Rules under minutes. Robert's Rules text reads that the minutes can be read and accepted at the next regular meeting and it is being interpreted as the next regular Board meeting and not the next regular membership meeting. I understand that there can be some value in reviewing the membership meeting at the board meeting. However reading the minutes and accepting the minutes denies the membership from making corrections and a path forward for the subsequent meetings.

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16 minutes ago, Guest Claude Soones said:

The membership has not authorized the Board to approve the minutes. The Board is stating that this can be done according to Roberts Rules under minutes. Robert's Rules text reads that the minutes can be read and accepted at the next regular meeting and it is being interpreted as the next regular Board meeting and not the next regular membership meeting. I understand that there can be some value in reviewing the membership meeting at the board meeting. However reading the minutes and accepting the minutes denies the membership from making corrections and a path forward for the subsequent meetings.

The board members who are telling you that are incorrect. Unless your bylaws or rules provide otherwise, or unless you have adopted a motion on the subject, only the membership can approve minutes of membership meetings and only the board can approve minutes of the board meetings.

Edited to add: it is important to note, however, that RONR strongly discourages  letting minutes go unapproved for months or a year at a time. It is usually recommended that for organizations which meet as infrequently as yours, that either the board or a committee be authorized to approve the minutes. That can only happen by means of the adoption of a rule or motion to do so.

Edited by Richard Brown
Added last paragraph

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2 hours ago, Guest Claude Soones said:

However reading the minutes and accepting the minutes denies the membership from making corrections and a path forward for the subsequent meetings.

No, it does not. The membership may still make corrections.

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8 hours ago, Guest Claude Soones said:

The membership has not authorized the Board to approve the minutes. The Board is stating that this can be done according to Roberts Rules under minutes. Robert's Rules text reads that the minutes can be read and accepted at the next regular meeting and it is being interpreted as the next regular Board meeting and not the next regular membership meeting. I understand that there can be some value in reviewing the membership meeting at the board meeting. However reading the minutes and accepting the minutes denies the membership from making corrections and a path forward for the subsequent meetings.

First, the board is incorrect.  They might as well say that the next regular meeting is the regular meeting of my NAP unit - that, too, is not a meeting of the body whose minutes we're talking about.  Second, it is never too late to correct even approved minutes, let alone those that a different body claims to have approved.  Finally, minutes are a record of the past, not a path forward for the future.

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Thanks keep them coming. Good to know that there is agreement and solutions. That minutes can always be corrected is useful to know. Yes;  minutes are a record of the past but also the gateway to he future.

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I don't know what you mean by that, but, in any event, the board by claiming to approve minutes not their own doesn't seem to be denying you a path forward.  They're doing something wrong, but not that.  

Regarding correcting minutes:  after their adoption (by the correct body), they can be amended by the procedure to amend something previously adopted.  This requires a 2/3 vote, or a majority vote with notice, or a majority of the entire membership, any one of which will suffice.  While pending, of course, they may be amended by a majority vote, but usually this is done by unanimous consent.

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