Guest HFORD Posted April 8, 2011 at 05:54 PM Report Share Posted April 8, 2011 at 05:54 PM Our Board of Directors found it necessary to make act on several time sensitive issues and we could not get all to be in person. The issues were: 1. Filling the vacancy of Secretary (wanted new secretary to be available for the next regular board meeting) 2. Establish fees for summer membership (could not wait for next meeting-had deadlines) 3. assessment to membership (possible could have waited until next regular board meeting). We spent three days via e-mail discussion and voting (all copied and sent to President). We finished our voting (all members voted and responded).I feel it is necessary to bring the results of this e-mail voting under new business at the next meeting and incorporate the results in those minutes. Any suggestions on how this should be handled. Thanks. Link to comment Share on other sites More sharing options...
Rob Elsman Posted April 8, 2011 at 05:59 PM Report Share Posted April 8, 2011 at 05:59 PM Our Board of Directors found it necessary to make act on several time sensitive issues and we could not get all to be in person. The issues were: 1. Filling the vacancy of Secretary (wanted new secretary to be available for the next regular board meeting) 2. Establish fees for summer membership (could not wait for next meeting-had deadlines) 3. assessment to membership (possible could have waited until next regular board meeting). We spent three days via e-mail discussion and voting (all copied and sent to President). We finished our voting (all members voted and responded).I feel it is necessary to bring the results of this e-mail voting under new business at the next meeting and incorporate the results in those minutes. Any suggestions on how this should be handled. Thanks.The decisions must be ratified at the next meeting to be the official decisions of the board. See RONR (10th ed.), pp. 96, 97; 119, 120. Link to comment Share on other sites More sharing options...
Rev Ed Posted April 8, 2011 at 05:59 PM Report Share Posted April 8, 2011 at 05:59 PM Unless the By-laws of the organization always the Board to meet and vote by e-mail, then any actions coming out of it is null and void. The members could discuss these issues by e-mail outside a meeting, but no decision can be made unless clearly spelled out in the By-laws. The best way to have done this would have been to wait until the next meeting (or call a special meeting if allowed), yet discuss the issue by e-mail. At the meeting, with as many members as possible, a formal motion and vote should have taken place. For example, if members agreed on a new Secretary during discusses, it would be a formality, but a legal requirement, to have held a vote at the meeting - with the outcome likely known thanks to the discussions by e-mail prior to the meeting. Link to comment Share on other sites More sharing options...
Gary Novosielski Posted April 9, 2011 at 01:07 AM Report Share Posted April 9, 2011 at 01:07 AM Our Board of Directors found it necessary to make act on several time sensitive issues and we could not get all to be in person. The issues were: 1. Filling the vacancy of Secretary (wanted new secretary to be available for the next regular board meeting) 2. Establish fees for summer membership (could not wait for next meeting-had deadlines) 3. assessment to membership (possible could have waited until next regular board meeting). We spent three days via e-mail discussion and voting (all copied and sent to President). We finished our voting (all members voted and responded).I feel it is necessary to bring the results of this e-mail voting under new business at the next meeting and incorporate the results in those minutes. Any suggestions on how this should be handled. Thanks.Do your bylaws actually provide for conduction business by e-mail? If not, then anything decided by e-mail is null and void.The results cannot just be included in the minutes because, at this point, they are not legal actions of the board at all. You don't bring the results to New Business, you bring the question of whether these decisions are valid to New Business.In order to be valid, these decisions will have to be ratified in a real meeting by the same vote that would have been required to authorize them in advance. It's the motion to ratify that gets included in the minutes.And if the motion fails, the members who took these actions are personally responsible for them. Link to comment Share on other sites More sharing options...
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