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About Jamies

  1. Thank you.
  2. The Board I sit on has been operating under the assumption that to rescind a motion adopted by a previous board (or simply to rescind a motion) that a 2/3 majority vote of the Board was needed (without previous notice given). In looking into this further, I would like to seek clarification on the specifics. The background is this: The Board voted to remove a member from a social media platform. The member in question was never removed from the social media platform due to the committee that moderates the group disputing the order of the Board. When the new board was in place, the members that remained on the Board brought the matter up again with the new Board. During discussions, a member of the Board (new to the board) made a motion to rescind the previous motion. A vote took place that was defeated as it did not reach the 2/3 majority thought to be needed. There are nine members of the Board and all were present. I am now questioning the required 2/3 because of this statement: Majority of the entire membership: In a situation in which there’s no notice, a motion to Rescind or to Amend Something Previously Adopted can be adopted if it receives the affirmative vote of a majority of the entire membership. While there was no previous notice given that the motion to rescind was going to be made, all 9 members of the Board were present and voted. So, would the motion to rescind actually be adopted because all 9 members were present (with no previous notice given) - 5 voted to rescind and 4 opposed the motion? Note: Board meetings do not include non-board members at meetings. Thank you
  3. The bylaws state the following: Between meetings business and voting may occur by mail, by FAX, or by electronic media including, but not restricted to, electronic mail and electronic meeting, providing that all Board members have access to and agree to use the chosen media, and that the media is password protected in order to verify that users are, in fact, eligible Board members In order to ensure that Board members are receiving communications appropriately, each message sent must be responded to by the receiving Board member. Items voted upon by telephone must be confirmed in writing within 7 days to the Recording Secretary.
  4. At the beginning of the year, the Board that I sit on (9 members total) agreed to hold meetings the second Tuesday of each month. In February, the meeting was postponed a week so that a member of the Board could attend that month. Subsequently, that member did not attend the meeting that month. Then in June, the meeting was postponed again so that another member was able to attend that month, which they did. Now, a member is requesting to postpone the next scheduled meeting so that they are able to attend; however, the president is refusing to postpone. The majority of the Board have agreed to postpone via email correspondence. The bylaws state: Other meetings of the Board of Directors shall be held at such time and place as are designated by the President or by a majority vote of the entire Board. I am unable to locate in RONR information pertaining to actions the members of the Board can take to reschedule such a meeting. Thank you
  5. Shmuel Gerber, I believe it stems from a very divided board.
  6. Yes, I was perplexed by "directing the minutes" as well.
  7. Is it overstepping one's boundaries, if serving as Recording Secretary, to remind members of a board to review a document presented by another board member prior to the meeting so that it can be discussed? Would this be considered directing the minutes? Thank you,
  8. Greg Goodwiller, you conveyed my thoughts exactly. Thank you. In my situation, it was the misspelling of a name that needed to be corrected and was only one occurrence that was not in an actual motion. I understand the issue of minutes being a reflection of what was done and not said, but unfortunately, that is what I am dealing with at the moment. It certainly seems odd to me that you would not make the actual correction to the occurrence in the previous months minutes that you motioned to do in this months (in my case) minutes. Thank you,
  9. Can anyone point me in the direction of a sample of minutes that have been amended after previously being adopted? I'm looking for examples of formatting on how the amendment was recorded (ie - text strikethrough, heading indicating those specific minutes were amended, etc). Thank you,
  10. Thank you for the response. While I somewhat understand what is being stated here: If it becomes necessary to correct minutes after they have initially been approved, such correction can be made by means of the motion to Amend Something Previously Adopted. In this event, since the motion to Amend Something Previously Adopted is a main motion, the exact wording of that motion, whether adopted or rejected, should be entered in the minutes of the meeting at which it was considered. [RONR (11th ed.), p. 469, ll. 4-8; p. 475, ll. 18-24; see also p. 151 of RONRIB.] I am questioning the fact that the correction is being made to a record of an email that was sent to the board (something that was simply said), and was not in a motion (something was done). Unless, of course, the minutes in its entirety is what was "Previously Adopted" and therefore is what is being amended. I would hate to set a precedent of making motions to correct minutes that have already been adopted for something as simple as a name being misspelled when not involved in a main motion during a previous meeting; however, on the other hand, I do want to ensure that I am following correct protocol. I asked a similar question a couple of months ago, while that scenario addressed a members concern that information had not been disseminated to the appropriate individuals and inaccurate information had been relayed to the member who posed the question. That inaccurate information was included in the minutes as a record of that correspondence. I was told that the minutes were a record of what was done and not what was said; therefore, the minutes did not need to be corrected. I'm wondering if this was accurate.
  11. I have been unable to locate a rule regarding correction of spelling errors post approval and distribution of minutes. Does RONR address this? Scenario: The board meets once a month via teleconference. The board then approves the minutes via electronic process and then distributes to the membership. The general membership does not have access to review the minutes any time prior to approval by the board. Following distribution this past month, a member contacted me, the Recording Secretary, to notify me that her name had been spelled incorrectly in one of the committee reports, and she would like the minutes amended to reflect the correct spelling of her name. This mention did not require any action, so there was no motion made, simply a note regarding correspondence she had sent to the board. What is the rule/proper procedure for correcting spelling errors in the minutes post approval and distribution?
  12. Question regarding correcting minutes: Prior to a board meeting, a club member sent an email asking why the board did not participate in a specific event. The response to this member was noted in the corresponding secretaries report at the next meeting. After the minutes of that meeting were approved and published to the membership, another member brought to the attention of the entire board that the original response was not accurate. This fact was brought up at the next meeting (February), but the minutes were not corrected as the chair wanted to research the matter further. As another member of the board has found evidence that the original response was, in fact, inaccurate, is it appropriate to make a motion to correct the minutes from that first meeting (January), at the next upcoming meeting (March), which would be 2 months after the fact. And would this be a simple motion to correct the January minutes? Thank you.
  13. Thank you.
  14. The four motions made in December were regular straight forward motions for an event being held in September of this year. No question on those other than some members of the new board that took over in January did not agree with them. At the most recent board meeting, discussion took place regarding the motions made in December. After that discussion, a motion was made to "rescind December’s motions and replace with Ms. X's recommendations." I am questioning as to whether or not each individual original motion needed to be addressed in the language to rescind the specific previous motions. Perhaps if only 3 or the original 4 motions were being rescinded, should there have been language reflecting this, therefore, in the minutes there would be 3 rescinded motions instead of one generic rescinded motion? Not sure if I've cleared anything up here, but hoping so.
  15. I belong to a board that consists of 9 board members, so a small assembly. I am questioning the validity of a rescinded motion that took place. At a previous board meeting, four individual motions were made regarding an event. At the next board meeting, a motion to rescind the previous motion and go with the person's recommendations who made the motion to rescind was made. This person was not a part of the original motion as they are new to the board. My questions are: 1) is the rescinded motion a valid motion as the person making the rescinded motion was not part of the board that made the original motion? 2) Is the rescinded motion valid if it's a general motion to rescind based on recommendations and does not address each of the 4 original motions individually? Thank you.