Special Meeting

[Guest Jim]

Who can call a special meeting of the board of directors? And who runs the meeting? Does there have to be an agenda posted previous and can you go off the agenda?

[Sean Hunt]

Who can call a special meeting of the board of directors? And who runs the meeting? Does there have to be an agenda posted previous and can you go off the agenda?

A special meeting can only be called as explicitly provided for in your bylaws. The meeting is exactly as a regular meeting, with the exception that the call for the meeting must include a specific item or items of business to be dealt with at the special meeting, and only that item of business (plus any incidental business) may be dealt with.

[Rob Elsman]

Who can call a special meeting of the board of directors? And who runs the meeting? Does there have to be an agenda posted previous and can you go off the agenda?

A special meeting can only be called by those to whom the power is assigned in the bylaws. The regular presiding officer presides. The only topics about which official action can be taken are those that are mentioned in the call of the meeting sent to all the members by the secretary as prescribed in the bylaws. If emergency action is required about other matters not mentioned, the action must be ratified at a later, properly-called meeting (regular or special) in order to be the official action of the society.

[Trina]

Special meetings can only be called if they are authorized in the bylaws. Follow the procedure in the bylaws. If not authorized, special meetings cannot be called. The presiding officer normally presides, although the assembly can choose someone else (if that is your question?). No posting of an agenda required (by RONR); however, the purpose of the special meeting must be announced in the call.