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Everything posted by Jamies

  1. No, a trial/hearing has not occurred yet. A hearing has been set for later this month. What has transpired thus far is a "Special Meeting" of the BOD where they discussed the issue at hand and voted to entertain jurisdiction of charges against two members, who happen to be new elected members of the Board as of 2019. The Bylaws state that Any member may prefer charges against a member for alleged misconduct prejudicial to the best interest of the Club. A deposit of $50 must be enclosed in the package sent to the Secretary, which shall be forfeited if charges are not sustained by the Board. The Board must first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the Club. No single member preferred charges against these members. It was the Board itself that determined charges should be preferred and they decided to entertain jurisdiction. There is no mention in the bylaws regarding appointing a committee to investigate. Additionally, the only mention of member involvement is if the act of discipline is expulsion. I believe the Board has full authority, according to the bylaws, to conduct the hearing/trial: If the Board entertains jurisdiction of the charges it shall fix a date of a hearing by the Board not less than 3 weeks nor more than 6 weeks thereafter. My primary concern is that what has transpired thus far has been done out of Executive Session and published to the membership.
  2. The minutes published indicate that a hearing will be held later this month.
  3. And if it was not? Does RONR address this? The names of the members who have had charges preferred against them have been made public as minutes from the "Special Meeting" have just been published.
  4. I don't have an answer as to if it is in lieu of but I believe the Board conducted its own investigation. There was no formation of an investigation committee. Is this not a conflict of interest and prejudicial to the club and its members?
  5. I might be a bit confused so looking for clarification. Board Minutes of an organization was published to its membership today. This is a national club so the BOD meets monthly via conference call and members do not attend the meetings. There was a special meeting held where the BOD received notification that a member of the current board wanted to prefer charges against another current board member. The fee required was paid and the board member was notified of the charges against them. It was also stated that a motion was made to move ahead with charges against two other members. I don't see where a specific member paid the fee to prefer charges so not sure this set of charges is legitimate. I'm assuming the board itself is preferring charges against these two additional members but there were not many details. The fact that these three members having charges preferred against them are members who were recently elected by the membership to serve on the next BOD (during a contentious election), is interesting to me. It seems that there might be some sour grapes here but, I digress. Each member who has had charges preferred against them has been notified and a hearing date has been set. Should this "special meeting" actually have been held in Executive Session, and if yes, how does not being held in Executive Session affect this process going forward?
  6. I would like to receive opinions on this scenario: The current president makes the statement to the membership that any member wishing to petition the Board to be included on the ballot for upcoming nominations MUST send their petition to the president. The bylaws state differently. All petitions are to be sent to the corresponding secretary unless the corresponding secretary is a petitioner, in which case THAT petition is to be sent to the president. Many members were not happy with this statement as if the petitioners followed this directive their petitions would not be valid. Members expressed concern by writing to the Board. The president has now asked the admins of the Facebook group, where the original post was made, to delete the entire thread. Is this overreach by a president? Is this a clear violation of the bylaws by the president?
  7. Thank you all for your replies and insights. It is much appreciated.
  8. I would like to seek opinions on the following scenario: A current president was elected to a two-year term. Prior to that this individual served on the same board, though in a different capacity. In total, the individual has served on the board 8 years or 4 consecutive two-year terms. This individual has now been slated as past president, which is another two-year term. The bylaws state: All members of the Board of Directors shall be elected for two year terms as provided for in Article IV and shall fulfill their positions as described in Section 2 of this Article, until their successors take office, with the exception of the Past President. In order to serve as immediate Past President, the person must have been elected to the position of President and have served the entire term. The immediate Past President may not run for office until the term as Past President is completed. The Past President position shall only last one term, after which the position converts to a regular elected board member at large position, for situations where the current President serves more than one term or when the departing President was not elected to the position of President. The bylaws then state: Section 4: Terms of Office. No member may remain on the Board for more than four consecutive two-year terms with the exception of the AKC Delegate. Serving out an unexpired term of less than one year shall not be considered as one of the four. Should this individual have been slated as past president, which would make their time on the board a total of ten years? Is this a violation of the bylaws?
  9. Thank you so much for the detailed explanation. It is very much appreciated. In regards to the minutes, which are out for review but have not been voted on and approved yet, should they stay as they are with details of the original motion to revoke membership rights for 6 months with the members name being mentioned, and then at the next meeting (minutes are reviewed and approved prior to the next meetings - board meetings are once a month with no membership meetings until the annual membership meeting at the annual event as this is a national club) I make a point of order which will be reflected in those minutes?
  10. The club's bylaws state the following: ARTICLE VI: Discipline Section 2: Charges. Any member may prefer charges against a member for alleged misconduct prejudicial to the best interests of the Club or the Breed. Written charges with specifications must be filed in duplicate with the Corresponding Secretary and President. A deposit of $50.00 shall be enclosed in the package sent to the Corresponding Secretary, which shall be forfeited if such charges are not sustained by the Board. The Corresponding Secretary or the President shall, within seven days, send a copy of the charges to each member of the Board or present them at a Board meeting. The Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the breed or Club. If the Board determines that the charges do not allege conduct which would be prejudicial to the best interests of the Club or the Breed it must refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges it shall fix a date of a hearing by the Board not less than 3 weeks nor more than 6 weeks thereafter. The Corresponding Secretary or President shall, within three days, send one copy of the charges to the accused member by verifiable delivery together with If the Board entertains jurisdiction of the charges it shall fix a date of a hearing by the Board not less than 3 weeks nor more than 6 weeks thereafter. The Corresponding Secretary or President shall, within three days, send one copy of the charges to the accused member via a verifiable delivery service together with a notice of the hearing and an assurance that the defendant may personally appear in his or her own defense and bring witnesses if he or she wishes. The complainant shall also be notified of the hearing date within three days, and of the fact that he/she is also allowed to bring witnesses. Section 3: Board Hearing. The Board shall have complete authority to decide whether any type of counsel may attend the hearing, but both complainant and defendant shall be treated uniformly in that regard. If the charges are sustained, after hearing all the evidence and testimony presented by the complainant and the defendant, and after being allowed to ask questions of either or both parties, the Board may, by majority vote of those present, reprimand or suspend the defendant from all privileges of the Club for a period of time not to exceed one year from the date of the hearing. If it deems that punishment insufficient, it may also recommend to the membership that the penalty be expulsion. In this case, the defendant has the right to appear before his fellow members at an ensuing Club meeting which considers the Board’s recommendation. Immediately after the Board’s decision, its findings shall be put into written form and filed with the Recording Secretary and noted in the next publication of Board meeting minutes. The Corresponding Secretary will notify each party of the Board’s decision and penalty, if any, via a verifiable delivery method, within seven days of when the decision was rendered.
  11. A new member (as of December) of a club recently sent an email to the BOD notifying them that a mistake had been made on their part. They applied to hold an event in the name of the club without approval from the BOD. They indicated that they were unaware of the official policy of the club for members to hold events. This member sent a letter to the BOD notifying them of their error. Prior to the letter, the BOD was not aware of the pending event. The BOD discussed the issue at its recent meeting and the outcome was to suspend the member's privileges (member NOT in good standing) for 6 months. This action could potentially negatively impact this member's business and business reputation. The member was not asked for further details nor were they invited to speak at the meeting and defend their actions. No charges were preferred against this member and no hearing was held as the BOD's actions were based primarily on the member's acknowledgment of their wrongdoing. After having time to reflect on what transpired at the meeting, even though I voted to suspend privileges, I personally do not believe that this member was "tending to injure the good name of the organization," but rather trying to help the organization. The club's bylaws do state: The Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the breed or Club. If the Board determines that the charges do not allege conduct which would be prejudicial to the best interests of the Club or the Breed it must refuse to entertain jurisdiction. Again, no charges were preferred against this member for their actions. Was the 6 months suspension warranted when the member acknowledged the mistake? Does the BOD have the authority to unilaterally vote and temporarily suspend a member when no charges were preferred by another member? Does the email acknowledging wrongdoing replace the need for the BOD to allow the member to speak on their behalf? The actions of the BOD will be published in the minutes and forever searchable on the internet. If I feel strongly that the issue should be revisited, at the next meeting would the appropriate course of action be to make a motion to rescind the previous motion adopted (member has already been informed of the BOD's decision) and expunge from minutes, or simply make another motion to place this member on probation for xxx period of time? I am the Recording Secretary and minutes have not yet been submitted to the BOD for review and approval, which is done prior to the next month's meeting.
  12. My apologies - poor choice of wording. I sit on a board that is a member club of a larger organization. I was referring to the larger organization, which encourages its member clubs to deal with matters such as these amongst themselves first.
  13. Here is the scenario: President of the Board acted as a chairperson for an annual event. There was also a co-chair of the event. There was an issue with a vendor contract (vendor also happens to be a member of the club) which was signed by the co-chair. The contract was only signed by the co-chair. The contract was not forwarded to the Board for review prior to signing. There was an issue at the event and the vendor expressed their displeasure and noted that it was a breach of contract. The chair (board President) engaged in conversations with the vendor via email regarding this matter. The chair (president) also communicated with the governing body of the organization. All without communicating this to the entire Board. During all of the back and forth communication, reference to legal action was made, again all without the Board being informed. The Board was eventually notified at their monthly meeting, following all of the communication. The Board was led to believe that this vendor refused to honor their obligation. A discussion took place and prior to the next board meeting the vendor provided full documentation of what transpired. This will be addressed at the Board's upcoming meeting. My question is that I personally feel the Board was not provided with an accurate accounting of the issue. Should the president be included in these discussions or should they recuse themselves? What is the parliamentary procedure for this type of scenario? Thank you,
  14. The Corresponding Secretary of a board that I am also a sitting board member of has received a letter from a member who wishes to remain anonymous. I do not know by which means the letter was received (email, USPS, etc) at this time. My question is if the Corresponding Secretary received the letter via USPS and there is a return address, how is that piece of information handled? For example, is the envelope and letter both forwarded to the remaining board members for review? At this time, the Board has seen the letter, but due to the sender of the letter asking to remain anonymous, clearly, no other piece of information has been forwarded to the other board members at this time. If there was a return address on the envelope, should the Corresponding Secretary simply indicate to the other board members that she has verified that the letter was in fact received from a member in good standing and not allow the remaining board members see the envelope? Clearly, we want to ensure that if a member in good standing wishes to remain anonymous, that request needs to be honored. The validity of the letter also needs to be confirmed. It seems as though RONR does not address anonymous correspondence. Thank you!
  15. 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
  16. 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.
  17. 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
  18. Shmuel Gerber, I believe it stems from a very divided board.
  19. Yes, I was perplexed by "directing the minutes" as well.
  20. 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,
  21. 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,
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