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The general body is in charge of its own minutes. It should appoint a committee authorized to approve its minutes, or it may assign this task to the board. Waiting a year is not okay. See RONR (12th ed.) 48:12, which says: Exceptions to the rule that minutes are approved at the next regular meeting (or at the next meeting within the session) arise when the next meeting will not be held within a quarterly time interval, when the term of a specified portion of the membership will expire before the start of the next meeting, or when, as at the final meeting of a convention, the assembly will be dissolved at the close of the present meeting. In any of these cases, minutes that have not been approved previously should be approved before final adjournment, or the assembly should authorize the executive board or a special committee to approve the minutes. The fact that the minutes are not read for approval at the next meeting does not prevent a member from having a relevant excerpt read for information; nor does it prevent the assembly in such a case from making additional corrections, treating the minutes as having been previously approved (see 48:15)

Thank you, Mr. Katz.

The difference is that, to remove someone from the office of director, the assembly needs to follow those procedures, since it elected them to that position. Since the board elected the person here to the office of secretary, it is the board that follows those procedures.

In this case Board is insisting to see minutes because the next general body takes place after a long time. who appointa the committe to review the general body minutes? Board or general body ?Usully annual gb takes place once in year so waiting for a year is okay?

Our confusion in part is with the word officer as bolded. This could be construed as officer of the board, meaning any of our board members. We are concerned about one specific board member [officer] that happens to hold the office of secretary. Does 62:16 apply to the office of secretary interpretation?

The minutes should be presented to the general membership for approval of their own minutes. But this should not have been allowed to go 7 months without approval. On what grounds are "some" board members insisting that the minutes be presented to the board? When the general membership will not be meeting on less than a quarterly interval, it should not simply fail to approve the minutes, or let them languish for many nonths. It should make arrangement to have its minutes approved in a timely manner. It can do this by appointing a committee to review and approve the minutes, it could also assign this approval process to the board, but the board can't insist on it.

Removal from Office 62:16 Except as the bylaws may provide otherwise, any regularly elected officer of a permanent society can be removed from office by the society's assembly as follows: • If the bylaws provide that officers shall serve “for __ years or until their successors are elected,” the officer in question can be removed from office by adoption of a motion to do so. The vote required for adoption of this incidental main motion is (a) a two-thirds vote, (b) a majority vote when previous notice (as defined in 10:44) has been given, or (c) a vote of a majority of the entire membership—any one of which will suffice. A motion to remove an officer from office is a question of privilege (19) affecting the organization of the assembly, and so also is the filling of any vacancy created by the adoption of such a motion. 6 • If, however, the bylaws provide that officers shall serve only a fixed term, such as “for two years” (which is not a recommended wording; see 56:28), or if they provide that officers shall serve “for __ years and until their successors are elected,” an officer can be removed from office only for cause—that is, neglect of duty in office or misconduct—in accordance with the procedures described in 63; that is, an investigating committee must be appointed, charges must be preferred, and a formal trial must be held.

To be sure I understand. We are removing a director from the office of secretary. That director will remain on the board. My understanding of what I have read so far in XX is that this chapter is speaking to removing a director from the board. What am I missing? Edited to add: and the board can take the action to remove the person from the office of secretary?

Thank you.

Our general body meeting was held 7 months ago. Our board of trustees meet every month. The then secrteary did not prepare minutes of general body meeting. He is no more secretary for this year but stil a board member. Our organization scheduled a general body meeting for next month. Meanwhile some of the board memebers are insisting to present the minutes of the last year General body to the board. The previous year secretary is saying he will present minutes only to the general body and this board has no authority to verify the accuracy of the minutes. My question is what are the guide lines in preparing and presenting the minutes of the general body or and to the board? thnaks

In that case, if you wish to remove an elected officer from their position, you will need to follow the disciplinary procedure in RONR chapter XX.

The term of office for Directors shall be two years commencing at the January Board of Directors meeting following the certification of the election and the seating of the new Directors.

This seems to be tacked on to a ten-month-old thread. Please ask a complete question as a new topic.

No, that's not sufficient reason to rule the motion out of order.

In that case, since the board is the appointing body, it is also the body that can handle removal. Next question - how are the terms of office defined in the bylaws?

Board members, who are association homeowners, are elected each year by the association members for a 2-yr term. The new board, once seated, elects its officers.

The exceptions I am referring to are found in RONR (12th ed.) 25:7ff, which do not include rules that are "...clearly identifiable as in the nature of rules of order that are placed in the bylaws...", RONR (12th ed.) 2:21. Such unexcepted rules of order that are enshrined in the bylaws are clearly suspendable by a two-thirds vote. If a society is going to create a different species of unsuspendable rules that would otherwise be suspendable (2:21), then using the term of art, rules of order, to describe them is not proper, because rules of order are, with certain exceptions (25:7ff), inherently suspendable. Outside the set of the certain exceptions (25:7ff), no unsuspendabe rule can be properly called a rule of order. The present case raises other very serious difficulties: for example, does even the smallest violation of one of these "unsuspendable rules of order" that results in the adoption of a main motion constitute a continuing breach per the exception found at RONR (12th ed.) 23:6, item (a)? It sure sounds like it. But, this is just silly.

While "for cause" is not the issue, I disagree that the clause provides a process for disciplinary action.

How do your board members and officers get selected?

The majority of our HOA board would like to remove a difficult board member from officer role, but not from the board. Our bylaws speak only to removing a member from the board. Does RONR speak to that? I can't find the information. Thank you.

It is correct to hold the election. But if the election does not result in a person being elected, it has, as a matter of fact (is, not ought) not been completed.

They are not recognized.

Why can't they?

Wouldn't that be the case if they cannot enter into debate at an in person meeting?

When members participating in a board meeting are muted, the group that is meeting does not constitute a deliberative assembly (see 1:1, 9:31, 9:34).