David M.

@Josh Martin, Thank you very much for your thorough reply, and for the corrections of my misuse of terms. It is much appreciated. As a member of the assembly (specifically, not a member of the board), I informally brought this issue up to a member of the board. Does that "notification" constitute a point of order, or must that Parliamentary Inquiry occur during a meeting of the assembly, for the provision to then "thereafter be complied with"? To be precisely clear, the business in question is that of the board, including the decisions of when annual conferences would take place, donations to charity, etc. If the "business of the board is NOT specifically ratified, only reported on", does ratification of their business need to occur at all (including the decisions for the time and place of annual conferences and donations to charity)? I may be confusing the point you are making here. The business in question is specifically in reference to the monthly meeting of the board, and is separate from the annual meeting of the assembly. EDITED TO ADD: You stated that "Ratification at an in-person meeting of the board would also suffice." Does that not contradict the following?: RONR (12th ed.) 10:54 states that "The motion to ratify...is an incidental main motion that is used to...that cannot become valid until approved by the Assembly. Wouldn't the motion to ratify need to come before the whole assembly, not just the board, under ordinary circumstances?

I want to first acknowledge the recent updates to RONR that dictate how and when electronic meetings are considered to be in good order. In the absence of a specific amendment to the bylaws, can the long-standing use of electronic meetings, conducted in good faith, negate the need for all past business to be ratified? Situation: A statewide association, whose bylaws do not specifically or explicitly allow electronic meetings, has a board who has been using conference calls as the standard method of meeting and conducting business each month for at least the last 15 years. The separation of all members is not conducive to meeting in-person monthly. In addition to monthly meetings of the board, an annual convention of all assembly members takes place, where voting of new officers occurs, business is conducted, and reports are shared and resolutions are voted on (NOTE: business of the board is NOT specifically ratified, only reported on). Now with COVID-19 precluding an in-person convention from taking place, there is no ability to amend the bylaws to allow for electronic voting, electronic meeting, etc. This raises a few questions: 1) Will the ratification of ALL past business conducted over the phone need to take place at the next annual in-person convention, or do previous annual conventions where the assembly has accepted the annual business of the board in good faith allow for a quasi-ratification? 2) Can ratification of all previous electronically conducted business take place, or is there a limit to how far back that ratification can extend (think statute of limitations on past business)? 3) Does the preclusion of electronic meetings from the bylaws cast doubt on issues that may have been resolved electronically over a decade ago, or have those issues fully been resolved? From my understanding of RONR, even unanimous consent of the assembly and board to suspend the bylaws and allow for electronic meetings in any capacity without bylaws for allowing for such meetings would be out of order.