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Duty Calls

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  1. Thanks to everyone that responded. The detailed responses are greatly appreciated. We have ordered the RONR 12th edition for future reference. It was # 3, a special meeting that was not scheduled at any other meeting. Our Bylaws specify that a 72 Hour advance notice is required to schedule a special meeting. A point was raised at a general meeting. The point was basically ignored, the chair was one of the members of this improperly called board meeting (ICBM), another board member that attended the ICBM stated to the membership that "they had a quorum", and for one thing, most members of the society don't seem to understand the bylaws and RONR so they aren't sure what to say or do. When one board member said they had a quorum, that settled it, because the membership knows that a quorum is required to have a meeting. They don't seem to understand that if the meeting is not properly called, there can be no quorum. The majority of the board members were at the ICBM and none spoke against the actions that they took there. What is meant by a "rogue board" is speaking to the validity of the improperly called board meeting and the action to spend funds by certain or all members at that meeting despite it being improperly called.
  2. Thank you for the replies. Do you know where this is stated in the 11th Edition of Robert's Rules of Order? Thanks.
  3. We are members of a 501(c)3 and have a board made up of President, Vice President, Secretary and Treasurer and some board members at large/trustees. A group of board members held a board meeting, did not alert all the board members, but had a quorum, and made a decision to spend money. The exact details of what the money was spent on were not fully disclosed, and some of the board members were not notified of the meeting until after the expenditure, in a subsequent board meeting. When those board members who were excluded brought out the problem at a general meeting, the board members involved in the secret expenditure stated that it was justified because they had a quorum. The major source of income for the group is dues of members, so the members money was spent by some members of the board who had a secret board meeting. Is this a rogue board or not, and where does RONR so state? If it is a rogue board, is this a legally binding expense, or can the board members be required to pay it back out of pocket? Please cite RONR. Also, since it was a board decision which involved group money, whether rogue or not, do all board members and all members of the society have a right to see what was done, and do the excluded board members have a right to see the board minutes? Will it make a difference if that was a rogue board or not? If it is a rogue board, can it put the group in legal danger, if so, please cite RONR. Thank You.
  4. I'm sure I've seen it somewhere but can't find it. Exactly where in Robert's Rules of Order does it state that the ByLaws of a society are superior/primary and that when Robert's Rules of Order and the ByLaws are in conflict, the ByLaws are superior? Thank you.
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