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  1. Our 55+ community HOA board is without a secretary. Board officers for this year were elected in January but we had no candidate for secretary. How long can we go without electing a Secretary?
  2. Can board members going into executive session vote to exclude one of their own members if that person is perceived to be a potential confidentiality risk?
  3. Currently the club I belong a few of the board members are proposing amendments to the bylaws that take away all membership voting rights contained in our bylaws, leaving all decisions in the boards hands alone. Also proposed are extending unlimited board (officers/directors) terms at their discretion and taking out the provisions of informing the membership of meetings/agenda. Currently, even though our bylaws state they must provide time/date, agenda and post minutes of meetings, they provide us none of these items. It is my understanding, that this goes against parliamentary rules in gener
  4. Hello, my question is about HOA Board of Directors vote. Our association follows Illinois Condominium Act., Declaration, By-laws, Board Rule Book. Association is registered as Non-profit corporation. (1) Our Board members with no membership approval voted to allow the President (board member) to work as property manager assistant for compensation. (Our By-laws: ........Members of the Board shall receive no compensation for their services, unless expressly allowed by the Board at the direction of the voting members having two-thirds (2/3) of the to
  5. Is it proper and is it really allowed to cancel a scheduled board meeting 2 days before the board meeting because 3 people cannot attend, even though more than needed for a quorum can attend?
  6. I belong to a small nonprofit club. If some members do not agree with a decision made by the board, what is the correct action to take - if any? Am I correctly interpreting Robert's Rules if I tell my fellow discontented members that we need to give a notice to the club that we plan on asking for the decision to be rescinded? I was reading that if notice is not given, then the new motion has to be approved by 2/3 or the majority of the entire membership? If so, how do you know whether the approval has to come from 2/3 or majority? Or is there no recourse? I looked the bylaws and they stat
  7. I am a member of a newer board (operating less than three years) We want to make sure that we are conducting business properly. I have to questions: 1.) If a committee is planning an event, do they compile a working document (preliminary proposal and preliminary budget) and get board approval to continue working on that event under the scope of that? Or/ does each item the committee is working on need to be brought before the board individually for a vote? (ex: event theme, decorations, food/beverages) With a preliminary budget in place can the committee make choices and purchases w
  8. Our bylaws provide for a Steering Committee. The relevant portion of our bylaws is as follows: Is our Steering Committee actually a board? If so, what rules differ? What is the practical difference between a committee and a board? The discussion on p. 9 seems to boil down to "boards have the authority of the assembly and committees don't", but I'm not certain I understand it properly.
  9. The board was voting on a motion. Afterwards, the chairman realized one of the board members did not raise his hand in favor or against the motion, nor did the member declare he was abstaining from voting. In a subsequent email to the board, the chairman asked the member in question to make clear what his vote was. This....doesn't seem ok. Any thoughts? Thanks.
  10. Our social club has had a pretty rough start to the new year. Our bylaws state the Executive Board must have a quorum of 5 to vote and in order to have our general meeting you must have 4 board members to open the meeting. Our VP resigned two weeks ago and our Past President resigned last week. Last night our newly elected President wanted to appoint a new Parliamentarian, VP and Past President, just before the board meeting, we had another executive board member resign (Sergent of Arms ), leaving them with 4 executive board members- no quorum-no votes. Just before the general meeting, a
  11. We are holding executive board elections and I am on the Nom Com. Two of the three on the Nom Com are wanting the open position. 1. Can the third person on the NC nominate one of us? I have read and re-read and I cannot seem to find a definite answer. Help me out y'all. Thank You, Katherine
  12. We have a board member who is asking for the board's endorsement for his next election and he would like that action minuted. Thoughts please. . .
  13. Hello, I have two questions. 1) What is the proper protocol for removing a board member that is not an officer. There are a few different reasons why. 1) the board member is not responding to emails 2) they are not following their duties, i.e. they are our publicity chair and not posting anything on social media or sending out emails for events. 3) They have an overall poor attitude towards the board and are constantly causing conflict because they do not care for the current board. How do we handle a situation like this and if we must vote them out what is the proper way to do that.
  14. This is my first posting, thanks in advance. Our organization has a constitution and by-laws committee and they are in charge of suggesting changes to the by-laws. However, during a board meeting of the the entire board, the board voted unanimously to make a specific change to the bylaws. The committee chair states that this was improper because it did not go through the committee. However, the president, vice president and executive director believe that the board can discuss and vote on any issue of import to the organization and the entire board's decision supersedes any comm
  15. It may be obvious but I’m looking for something to support challenging the following. Our Association will hold the Annual Homeowners Meeting very soon. A current Board member is up for re-election at this meeting. However, this same Board member has been going to homeowners to solicit their Proxy forms. These Proxies will be given to the Association Secretary and she will cast votes for this Board member to be re-elected. To complicate this further, there is someone else who will be running however, the individuals who have already gave their Proxy don’t know this. I’m looking for recom
  16. We advertised starting in January that elections would be held at the May meeting. We asked at meetings, in email blasts and on our Facebook page if anyone was interested in joining the board. We had 3 ladies step up- one each for secretary, treasurer and VP. I asked again at the May meeting. I presented the 3 ladies who had stepped up. A motion was made to accept the new board members. The motion was passed unanimously. All positions were uncontested. Is this valid?
  17. My organization typically holds board meetings at the beginning of the 2nd week of the month. Those minutes are published in the newsletter, which is distributed in the first week of the month, following the approval of those minutes. This timing means the board meeting minutes aren't distributed to the membership until nearly 2 months after the meeting took place. We are looking for a proper way to distribute those minutes sooner than 2 months after the meeting. An earlier reply on this subject states: "You cannot approve the minutes via email unless the bylaws allow for voting via emai
  18. We hold both our general meeting and board meeting on the same date. The board meeting directly following the general meeting. Our president was out of town on our last meeting date. She did not leave an agenda for either meeting. The vice president presided over the general meeting having put together an agenda with 2 other Board members. They also went ahead and had the board meeting without the knowledge of the president. They created an agenda and the president was not apprised of any of the topics for discussion. Are they allowed to do that? It seems wrong to me.
  19. I have a few different questions that I can't seem to find a full answer for anywhere. 1. Is it legal for parents or board members not on the account, to take pictures of or even view financial books (Bank statements, cashed checks, etc.) at a meeting? 2. If there are 12 people on a youth sports board and appx. 100 parents involved in our football program, can 5 board members (VP, concessions, and 3 head coaches) call a meeting with only an hour's notice, ask the only 22 parents in attendance to vote to remove 2 officers (President and Concession chair), which one wasn't notified and
  20. President of board and two other board members holding meetings with selected homeowners outside regular scheduled Board meeting. Can this cause them to all be terminated?
  21. Hi all - After months of contention between members, our Board recently voted to impeach one of our officers of the Board. Per our Bylaws, the officer is suspended pending the outcome of a hearing. Since this officer's position is crucial to the well-functioning of the organization, the Chair has inquired about temporarily replacing that member with a new appointee pending the outcome of the hearing. Our Bylaws are silent on the matter of appointing temporary replacements following a member's suspension. The Bylaws just say that a suspended member loses all rights and privileges associat
  22. Guest

    Issues at hand

    Our private organization's constitution contains the following clause entitled "Conducting Business Meetings": Any member may attend any meeting of the boards, committees and societies and speak to issues at hand if not restricted by this Constitution; though, for good order, the chairman has the right to place restrictions and policies on meeting guests. The chairmen of some boards have put guest policies in place where guests are entitled to speak to the business items on the pre-published agenda at the start of the meeting, then proceed with the board meeting in a closed session consis
  23. Guest

    Board Meetings

    Our current President of our quilting guild has been having Board meetings unannounced and impromptu on the fly on days that the meetings are not scheduled. She just rounds up the Board members who might be in attendance at a social gathering takes them aside and has them make decisions. As a member of the Board, the last time this happened, I was not noticed, invited or even given an opportunity to vote by email that there was a need for a Board decision. Our By Laws say that email votes can be taken. She then comes to the next membership meeting and announces the changes that were made a
  24. An old board passes a motion,then an annual meeting takes place at which three new BOD members are elected, is the new board subject to the motion passed by the old board? Must the new board reconsider the motion? Who is eligible to move for reconsideration? Or, is the motion dead if it is not passed again by the new board? The question restated: are boards of directors considered continuing boards and motions effective in perpetuity regardless of changes in BOD membership?
  25. Please help! Who is in charge of the board's meeting minutes? We have a secretary who does a fine job and she circulates the draft minutes with a couple of days to our board for feedback in case she missed anything. We send her our feedback, mainly tweak here and there, typo corrections etc. We are a small board of 7 members so the more informal Roberts Rules apply to us. Here's the problem: Our president is rewriting the minutes to hide her actions and malign another board member. The president then sent the revised draft minutes to the property manager to put into the board members' packet
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