Mr. Godelfan and Mr. Honemann,
Thank you for your comments. I relayed your procedural suggestions to the chair last evening. As for the rest, the chair of the organization in question is also the chief executive officer. He has fiduciary duties that extend beyond running meetings. With due respect, he's not bound by someone's mistaken minutes, approved or unapproved, if it could damage the organization. If it is the difference between taking action or delaying action - and wait for the record to be corrected - I side with delay. And if the law requires that meeting resolutions be recorded and the secretary was derelict in his duties not to record an important resolution, and then the board was derelict in its duties not to catch the omission immediately (as was the case) but caught it eventually, then I believe the chair would be within his rights to delay action until some remedial measure is taken.
Let me make one final comment to provide some context: The organization has been shaken by lawsuits in recent years, many of these caused by inadequate, inaccurate record-keeping and, more generally, failure to adhere strictly to the law. RONR is a valuable guide for running meetings and its due process prescripts are first-rate. Its biggest shortcoming, in my opinion, is that you don't highlight one short passage - it's equivalent to a footnote - on Page 16 of the 10th edition:
"When a society or an assembly has adopted a particular parliamentary manual—such as this book—as its authority, the rules contained in that manual are binding upon it in all cases where they are NOT INCONSISTENT WITH the bylaws (or constitution) of the body, any of its special rules of order, or any provisions of local, state, or national law applying to the particular type of organization."
I can't speak for organizations around the world that rely on RONR, but based on my organization's experience - winding up in court far too many times, causing huge financial damage - RONR has limits which need to be articulated more clearly in my opinion. I truly believe - and would gladly respond to a survey and use my name rather than a pseudonym - that there is a need to draw clearer lines between parliamentary procedures and parliamentary law and 'the law' in general.
Again, many thanks. And to all, a happy holiday season.