Regular Meeting / Annual Meeting

[Guest Johnny]

All,

Our organization states in its Bylaws that "a Board Member who is absent from three (3) consecutive regular meetings or from four (4) or more regular meetings during any twelve-month period shall automatically lose his/her status as a Board Member."

Our organization has regularly scheduled meetings every month and once a year has an annual meeting after one of the regularly scheduled meetings. The question has been raised whether the annual meeting should be considered a regular meeting. Our Bylaws are silent whether the annual meeting is considered a regular meeting.

This question was raised as a Board Member did not attend the regular monthly meeting and did not attend the annual meeting which was held after the regular monthly meeting- which if the annual meeting is considered a regular meeting it would be the Board Member's third consecutive absence - thus he would lose his status as a Board Member.

According to Section 9 of Robert's Rules of Order (10th Ed) a regular meeting applies to a regular business session - which I believe the annual meeting is a regular business session. Any assistance would be most appreciated. Also if you could cite the relevant provisions in Robert's Rules of order I would appreciate it so I can show our Board where the answers comes from so we will all be educated on this. Thanks in advance for the help.

[Chris Harrison]

First, you all will need to interpret those bylaws to decide if the term "meeting" you cited is referring to Board meetings or meetings of any body in the organization that the person is a member of (see RONR pp. 570-573). If you all decide that "meeting" is referring to Board meetings the next question is if the Annual Meeting is of the Board or the General Membership.

[Guest Johhny]

Thanks Chris for the response! Does anyone else have an opinion / interpretation of this topic? Any assistance is most appreciated!

[Gary Novosielski]

Annual Meeting as used in RONR refers to one of the regular meetings of the membership that is designated to be the Annual Meeting. Typically it does NOT occur after a regular meeting. It IS one of the regular meetings. Sometimes the only one.

So unless you have some oddball bylaws provision, you can combine the two meetings into one. There is virtually nothing that can properly come before a regular meeting that can't be considered at the Annual Meeting, so there's no point in keeping them separate, unless one of your rules forces you to.

As far as counting attendance, RONR has no opinion on the matter. You'll have to read, interpret, and follow your custom rule.

[Matt Schafer]

Annual Meeting as used in RONR refers to one of the regular meetings of the membership that is designated to be the Annual Meeting. Typically it does NOT occur after a regular meeting. It IS one of the regular meetings. Sometimes the only one.

And here is the key portion. RONR calls one of the regular meetings the annual meeting. Your organization seems to have some different rules, however, since you have the annual meeting immediately following a regular meeting. I presume (always dangerous) that this meeting structure is described in your bylaws. Since the rules in your bylaws will trump RONR, and since your rules are different than what RONR prescribes, RONR -- and we here on the discussion forum -- won't be able to give you much guidance. The members of your organization are the folks who will need to interpret your bylaws.

[Gary Novosielski]

And here is the key portion. RONR calls one of the regular meetings the annual meeting. Your organization seems to have some different rules, however, since you have the annual meeting immediately following a regular meeting. I presume (always dangerous) that this meeting structure is described in your bylaws. Since the rules in your bylaws will trump RONR, and since your rules are different than what RONR prescribes, RONR -- and we here on the discussion forum -- won't be able to give you much guidance. The members of your organization are the folks who will need to interpret your bylaws.

I don't disagree with any of that, but neither would it surprise me to learn that the bylaws don't actually have a rule to that effect, and that the members have been (mis)interpreting the situation. I have no evidence beyond a gut feeling to support this, however.

[Guest Johnny]

I don't disagree with any of that, but neither would it surprise me to learn that the bylaws don't actually have a rule to that effect, and that the members have been (mis)interpreting the situation. I have no evidence beyond a gut feeling to support this, however.

The Bylaws in question due have a provision that states:

A regular meeting of the Board shall be held immediately after the adjournment of the annual meeting. But as I stated before, the Bylaws do not state whether the annual meeting is considered a regular meeting.

[Gerry4000]

The Bylaws in question due have a provision that states:

A regular meeting of the Board shall be held immediately after the adjournment of the annual meeting. But as I stated before, the Bylaws do not state whether the annual meeting is considered a regular meeting.

Regarding the "Annual Meeting", whose meeting is this? This sounds like it may be the "annual meeting" of the members of the organization, and not a board meeting. What exactly do the organization's bylaws say about the "Annual Meeting"?

[alanh49]

The Bylaws in question due have a provision that states:

A regular meeting of the Board shall be held immediately after the adjournment of the annual meeting. But as I stated before, the Bylaws do not state whether the annual meeting is considered a regular meeting.

If the annual meeting is a meeting of the general membership you're talking about two different bodies meeting

So while the annual meeting would be a regular meeting the the membership it would not be a regular meeting of the board.

[Gary Novosielski]

But as I stated before, the Bylaws do not state whether the annual meeting is considered a regular meeting.

Then the rules of RONR apply, and the Annual Meeting is considered a special case of a regular meeting, but a regular meeting nonetheless. For example, if you had some rule saying that a particular class of motion may only be offered at a regular meeting, then it would be in order at the Annual Meeting as well.

[hmtcastle]

The Bylaws in question due have a provision that states:

A regular meeting of the Board shall be held immediately after the adjournment of the annual meeting. But as I stated before, the Bylaws do not state whether the annual meeting is considered a regular meeting.

My guess would be that the board has twelve regular monthly meetings, one of which takes place immediately after the annual meeting of the membership. And I suspect the attendance requirement for board members refers to the monthly meetings of the board. But, as noted, this is for the members to figure out after a careful reading of the bylaws in their entirety, something no one here has done (or will do).

And, yes, the annual meeting is a regular meeting (whether it's the only regular meeting of the general membership or whether its one of thirteen meetings of the board). Any meeting that's not a special meeting is a regular meeting (though I may end up eating this last sentence).