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  1. Thank you Joshua. Yes, minutes were a bad example. Let's try, "Mr. Jones moved to approve the 2021 Audit. After discussion, the motion was adopted."
  2. In our minutes we say, for example, "It was MSC (Jones/Anderson) to approve the June 1, 2021 meeting minutes." So we have the moved/second/carried in there. Is there a reason why we need to further state that the motion was adopted?
  3. Good afternoon - thank you in advance for your assistance. I am doing research for my supervisor re: whether adding the above verbiage is necessary to show a motion has passed. From quick research in RONR 12th ED., I see nothing pertaining to specifically adding into the minutes that the motion passed. I did see in 4.41 that "A majority vote in the affirmative adopts any motion..." but I don't see anything in Section 48 regarding specifying in the minutes that a motion has passed. Thanks for your help! Koleen
  4. Good morning - thank you in advance for your assistance. A couple of questions. It has been standard practice to allow the board and committees, when necessary, to vote on specific items through "unanimous written consent" via email. Here's what our current bylaws read: "Section 6.10: Action Without Meeting Any action required or permitted to be taken by the Board may be taken without a meeting if all members of the Board, individually or collectively, consent in writing to that action. Such action by written consent shall have the same force and effect as a unanimous vo
  5. Good morning Richard - thank you for your very important comments. Our bylaws do not state that we are to conduct a ballot vote if there is only one nominee. In fact, our bylaws do not indicate the type of voting we are to follow. However, it does have a provision that all meetings of the board shall be governed by a current edition of Robert's Rules of Order insofar as such rules are not inconsistent with or in conflict with these bylaws, the Articles of Incorporation of the Corp, or with State law. And, historically, we've always conducted a ballot election should there be a nomination
  6. Hello again, Josh! Thanks for your feedback! Yes, bylaws do allow us to meet by teleconference and electronically (does not specifically say Zoom). We considered the Zoom polling feature, however we have members who are visually impaired and might find it difficult to use the polling feature with their screen readers. Can you refer to the section that says the President does not need to relinquish his role during nominations for his position? Section 8.2: Election, Term of Office The Officers of the Corporation, except those appointed in accordance with the provisions
  7. Good morning - my board is conducting their annual election of officers. To help facilitate the process, I created a memo that outlines the procedure noting the section it refers to in RONR, thus I want to be sure I am following RONR protocol. Note that we are meeting by zoom, so our workaround for ballots is texting to a designated teller. I've left out the names of members. Any suggestions to add or delete would be appreciated! This Memo provides you with information about the specific procedures for our elections, which are based on Robert’s Rules of Order Newly Revised – 12th Editio
  8. A huge thank you for the responses and guidance. Josh, we are looking to do a bylaws update and will certainly take your comments to the gov'ce committee. Again, thank you for your assistance!
  9. Hi there - thank you for all the responses. This standing committee *does not* have the authority to act on behalf of the Board or organization - only the EC does. I hope this clarifies.
  10. Sorry gentleman, I failed to include that our bylaws do allow for us to create standing committees. "Section 7.1: Powers and Limitations. The Board may, by resolution, adopted by a majority of the Directors then in office, designate one or more committees consisting of two or more Directors to serve at the pleasure of the Board. Any member of any committee may be removed, with or without cause, at any time by the Board. The Board shall determine if the Committee is a Standing Committee for purposes of Section 7.3. Any committee, to the extent provided in the resolution of the Board or the
  11. Does RONR 12th Ed indicate how a standing committee can be dissolved? Background: the standing committee I'm referring to is not specifically stated in our bylaws (only the EC and Audit committee); there is no real use of the committee any longer, so our ED & board president are wanting to dissolve it. Thanks in advance for your help! Koleen
  12. Hi Josh, After further review, would like some clarification. In your first paragraph, "Committees are not required to take minutes at all, since generally the committee's reports serve as its records. If minutes (or a "memorandum in the nature of minutes") are taken, they are signed by the secretary (although RONR does note that this may be the same person as the chair in a small committee). The minutes may also be signed by the chair if desired. " (I underlined the If I'm reading this correctly, it means that standing committees that take minutes or "memorandum in the nature of m
  13. Many thanks Josh! You've answered my questions.
  14. Thank you, Josh. Quick follow up question. Our non profit does have an "annual meeting" but does not provide annual reports of each committee. So, if they don't provide annual reports of the committees, should minutes be taken at each committee meeting in lieu of the reports? I hope that makes sense. Thanks, Koleen
  15. Good afternoon, I am trying to find in RONR if committee meeting minutes need to be signed by the chair? What about the exec committee since they are a mini-board that is able to act on behalf of the board? Many thanks!
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