Securis

Our small board takes minutes as boards should. Then they are cleaned up and put into the minutes outline format for approval at later meetings. What's usually recorded for votes is the name of the person who makes the motion, the name of the second, then the results of the vote without subsequent names. Is it standard practice to not attach names to votes up or down other than those who motion and second?

We are a small board and very informal but we use RONR for small boards to provide some structure.

This I understand. If she raises the issue without a motion, then after a few minutes, if no one else wishes to comment or make a motion, I can move forward to the next topic.

The initial motion was adopted by majority, I think 4 to 1, with two members absent. The member in question doesn't usually exercise her right to make motions, out of inexperience with the process. Once her statements begin circling, I usually just move us on to the next item under protest by said member. Her fellow members have become annoyed as these actions make for a disfunctional and time consuming meeting. So, what I'm understanding is she has the right to raise the issue at every subsequent meeting. Then it becomes the perogative of the majority to remain silent, let the issue die on the table, then move on.

What happens when an issue is resolved by the majority, it's in the initial process of being executed, but one member refuses to let the debate end. As presiding officer, I can end debate in a meeting by stating the business is resolved were moving on. The very next meeting, the member opens the discussion again despite the majority decision. It's a tantrum. Is there a procedure for preventing the discussion from opening again and again?

My understanding of what constitutes executive session is once it's officially opened, the membership is dismissed so that a board can discuss sensitive and confidential matters. If I misunderstand, I apologize. In this case, the membership's presence is required to take a vote of the entire membership. How can a board be in executive session and have its membership present?

There is another section of the by-laws that allows the board to make and adopt supplemental rules. Again, we sought legal counsel about the consistency. I appreciate your opinion. As it happens, there was another negative development that renders all this conversation superfluous. Thank you all.

My apologies, I have been fumbling around on a phone. Caveat Emptor, I do not intend to pass myself off as someone who fully understands RONR and am only a layperson with the responsibility to conduct the business of our organization to the best of my ability. Thank you all for your corrections and your help. It should not take much for those reading to determine this is an HOA, for better or worse. How I find myself here must be a fabulous comedy of errors but here I am. Quoted below is the the By-Law concerning "Removal" Member in this case is defined as: Below is a voluntary code of conduct adopted by our board. Now, you all have the sum total of rules within our by-laws plus one supplemental document that encompass everything concerning removal of a board member. I will try to address your opinion that disciplinary action should have remained in executive session. The supplemental conditional resignation is voluntary and was eventually signed but not before this process began. We did seek legal counsel with our attorney and were told because the member had not already signed the document, we could not execute the conditional resignation and must rely on the Removal clause at the top of this page. Prior to the signature, the board member's behaviors were addressed in an executive session at a meeting they did not attend nor inform any other board director they would not be in attendance. The improper behavior cited was excessive absenteeism, unexcused absences, and failure to remain in contact when requested. There were more improper behaviors over the course of a longer span of time that were addressed but not cited. This history of missteps was withheld to protect the board member against any more embarrassment than necessary and none of them alone required this remedy until a final misstep opened this door. It was resolved to ask the board member to resign based on the causes cited but that should the board member not resign, the board of directors would hold an executive session hearing based partially on the #9 item in the CoC to decide if proceeding to the formal removal procedure listed at the top was warranted. Again, we sought legal counsel and were given the opinion that we had followed our policies. Once the member had their hearing which they attended and defended themselves, the board moved to remove the board member. So far, I am only relying on the rules of our organization. All this has transpired and now the vote to remove has passed on to the Members (as defined above) that our organization oversees. We've followed our rules. Now what will transpire is a meeting of the full membership at which there may or may not be a quorum. In the event there is quorum, I, the presiding officer will need to officiate a more structured version of our usual meetings. Without having the benefit of specific procedures set out in our by-laws, I must develop a process that is consistent with standard parliamentary procedures. I have reviewed the basic principles of RONR for small boards. While they are exactly how we conduct our meetings they do not cover this particular situation. I don't want to bore you with the contentious details and my expectation that decorum will be violated but that's another consideration. My plan going into this "Special Meeting" was to call to order, Welcome and announce the reason for the meeting, establish the rules of conduct for addressing the board, and consequences for breaking decorum. Following that, I would have the Secretary read the notice of the meeting. Then I would open the floor to the board member to present their defense to the community, 10-15 minutes. Then I would follow up with the board's response and open voting. The conduct I intend is only those recognized by the chair shall address the board, otherwise no one should interrupt. The consequences I intend to establish are an adjournment of the special meeting and entry into executive session to conduct any necessary regular business. While the board member is present their defense, I would like to know, based on previous posts, what they are allowed to say in regards to other board members. And when I respond, I would like to know if I would be in order to reveal any extra missteps.

The processes have progressed beyond disciplinary action in executive session. Once a determination is made, the vote to remove returns to the residents who vote to elect.

Our governimg documents and bylaws have procedures in place for resident rights, property usage, elections, officers, and other usual things. The only stipulation on how business is ordered is that it must be ordered in some way. We could use any recognized method of ordering the business of our community. Committee of the Whole is an informal practice of parliamentary procedure where board members are allowed to speak on topics in a more or less conversational manner without the need to be recognized by the chair. Any board could motion to enter committee of the whole. Based on a tradition of handling business through informal but ordered methods, we've suspended the rule requiring the need to make that motion at the open of any meeting. There's really no inconsistency. It's just that the method of order is vaguely considered. In terms of the rules to execute a removal. It basically states that a board member can be removed for cause. The cause is stated as a resolution and the motion is passed by majority of the remaining sitting members. The request for removal is then presented to the community for a vote using our quorum rules.

This is small time stuff but people are involved. They were more concerned with blowback because the decision was contentious and didn't want to have an error called and then have to deal with righting everything.

Thank you for helping me understand. Our bylaws have no special provisions regarding votes. Just the usual quorum/majority to resolve the question. In this particular situation, motion was made and seconded. Board of 7, 1 absent, 6 in attendance so quorum is met. The vote is taken 3 yays, 1 nay, 2 abstaining. I called the resolution passed. But then our management company second guessed the result the next day over the phone. They were uncertain if 3 yays versus the 3 other declarations caused a tie and a negative outcome. Based on what's being said, it seems my call was the correct result.

In a standard vote, I understand that an abstention, while not a yes or a no, counts as a no vote for purposes of majority. But what happens if a member recuses themselves from a vote due to conflict of interest? Considering that quorum isn't broken by the recusal, are they still considered part of the voting body for the issue at hand?

Thank you, that's very helpful!

Currently, our organization has a Resident Open Forum on our agenda after Officer's Reports are given. This forum and public meetings in general are vastly under utilized mostly due to apathy or disenchantment with the parliamentary process. As per usual, once the open forum closes and the business meeting begins, residents are no longer allowed to comment and must wait for the next open forum 30 days down the road. It is a common complaint WHEN residents attend that topics up for discussion can't be commented on in real time. Granted, if the open forum were to be utilized more, complaints would be less. Our board is considering an intermediate measure to allow public comment on topics as the meeting progresses. I envision it being a motion by a board member to open the public comment under a limited debate type time limit. Is this in line with parliamentary procedure or is there another method of allowing limited public comment as business is conducted?