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Meeting Date Change


Jamies

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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

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You won't, because the Board can't  --  your bylaws appear to give the president the authority to set those "other meeting" dates, which could (with a bit of interpretation) could include postponed meetings. RONR says that (future) meeting dates are set by the membership (of the board for board meetings)  - see p. 89ff -- or the bylaws

And for the Board to set one of them, the board has to meet (!) in order to vote to set another meeting date (via postpoing, for example) which rather destroys the point of setting meeting dates.  If you are meeting, do what needs to be done then and there.

Do your bylaw allow for e-mail voting or decisions, such as postponing meetings?  If not, then stick to your properly adopted schedule of meetings as you describe in your first sentence.

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If not done informally, then it seems that meeting times were set via a motion and as such can be amended with 2/3 vote - but done at a meeting.  I think they bylaw as given gives the President or BOD the power to add meetings but not to cancel meetings.  Perhaps the best solution is to have that regular meeting in a pro forma session (doesn't even have to be a quorum) and set up an adjourned meeting.  Of course a majority of the members would have to agree.

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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.

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