Board meeting agenda

[Chris Harrison]

However, both the president and the secretary insist that any proposed agenda must be addressed to them only and to no one else.

And under what authority do they think they can insist on this? Neither of the citations you gave us from the bylaws grants them that authority (they don't even use the word "agenda" in there). If they want to insist that the proposed agenda be addressed to them and no one else then insist that they show you some rule to support their insistence. If they continue to insist without any rule to cite supporting their position the Board may want to take them down a few notches by Suspending the Rules to have someone else preside and take the minutes at the meeting (takes a 2/3 vote). This will (hopefully) give them a wake up call that they can't run roughshod over the Board with impunity. See http://www.robertsrules.com/interp_list.html#2006_2 for details.

[Burke Balch]

However, both the president and the secretary insist that any proposed agenda must be addressed to them only and to no one else. Both are familiar with FAQ #14 [RONR 10^th edition pp. 119-20] which does not address their issue.

Maybe what we have here is "a failure to communicate." I think what is frustrating many posters on this forum is that saying "any proposed agenda must be addressed to them [the president and secretary] and to no one else" doesn't seem to make any sense if the manner in which an agenda is proposed, is subject to amendment, and is adopted is understood.

1. Perhaps it means those officers are saying they want you, in advance of the meeting, to send them a list of the items you want on the agenda, and they then believe that it is up to them "and no one else" whether or not the proposed agenda will contain them. You say that it is understood that the agenda must be adopted at the meeting to be binding on it, and that a vote on adopting the agenda is generally done. Can it be that it is not understood that, once the motion to adopt the agenda is before the voting body, any member may propose any amendment he or she desires to the agenda (including an amendment inserting into it items the president's proposed agenda did not include), and that amendment must be voted on? If any such amendment is adopted by a majority vote, it then becomes part of the pending proposed agenda, and the vote on adopting the agenda is on adopting the agenda as amended. The RONR citation for this, as I posted earlier, is "When the adoption of a proposed agenda is pending, it is subject to amendment by majority vote." RONR (11th ed.), p. 373, ll. 1-3.

2. Perhaps it means the president and secretary believe there is some requirement of prior notice, before the meeting, concerning an intent to propose agenda items. RONR contains no such requirement. Is there a bylaws provision or special rule of order to that effect? If one of these somehow requires "notice" of the proposed agenda items, then unless that rule explicitly specifies how and to whom the notice is to be sent, presumably the RONR rules regarding "previous notice" apply. If such notice is not given orally at a previous meeting, then RONR states:

Instead of being given at a meeting, a notice can also be sent to every member with the call of the meeting at which the matter is to come up for action, except where the rules of the organization provide otherwise. In such a case, the member desiring to give the notice writes to the secretary alone, requesting that the notice be sent with the call of the next meeting; and the secretary should then do this at the expense of the organization.

RONR (11th ed.), p. 123, l. 35 to p. 124, l. 6.

Could it be that the officers are arguing, based on an organizational bylaws or special rules of order requirement for previous notice of agenda items, that you must send your proposed items to the secretary for the secretary to send out with the call, rather than yourself sending notice of your proposed items to the members? If so, they are right that you should send them to the secretary so the secretary can include them in the call -- but they are not right that you can send them to "no one else," since presumably you are perfectly free, in advance of the meeting, to communicate with your fellow members to urge them to support your amendments to add these items to the agenda.

3. It hardly seems possible that what is meant is that when you move adoption of an amendment that would add an item to the proposed agenda, you must address the chair "and no one else" to do so. If so, that is perfectly correct: members must address all their remarks to the presiding officer, and not directly to other members (although obviously the point is to have the other members hear and be persuaded by what is said). "Members address only the chair, or address each other through the chair." RONR (11th ed.), p. 23, ll. 31-32.

I hope these points shed some light on the question that you have so persistently repeated, apparently in the belief it has not been adequately answered.

[Guest Andy]

Thanks for your patience and tolerance of my persistence. Your following comment has finally clarified the basic essence of my question. It was my mistake in not stating at the outset that my question had only to do with the notification process and nothing to do with the adoption of the agenda.

“Instead of being given at a meeting, a notice can also be sent to every member with the call of the meeting at which the matter is to come up for action, except where the rules of the organization provide otherwise. In such a case, the member desiring to give the notice writes to the secretary alone, requesting that the notice be sent with the call of the next meeting; and the secretary should then do this at the expense of the organization.

RONR (11th ed.), p. 123, l. 35 to p. 124, l. 6.”

I now can safely assume that any board member who wishes to put an item on the agenda for a forthcoming meeting should address the request to the secretary. The member can cc any number of recipients including the president. That is, as long as the "TO:" space contains only the secretary's name, the "CC:" space may contain any number of recipients including the president.

I am having some difficulty understanding what the consequential expense to the organization could be. Other than that I am crystal clear on everything else you posted. Thanks.

[Trina]

...

However, both the president and the secretary insist that any proposed agenda must be addressed to them only and to no one else. Both are familiar with FAQ #14 [RONR 10^th edition pp. 119-20] which does not address their issue.

...

Are you sure you have looked at FAQ #14, on this website? I wouldn't question it, except that those pages in RONR 10th don't seem to have any connection to the questions you are asking...

http://www.robertsru...com/faq.html#14

edited: Thanks for the clarification, Chris H.

I certainly hope Mr. Balch's in-depth response answers Guest_Andy's questions.

[Chris Harrison]

Are you sure you have looked at FAQ #14, on this website? I wouldn't question it, except that those pages in RONR 10th don't seem to have any connection to the questions you are asking...

http://www.robertsru...com/faq.html#14

He is referring to RONR In Brief.

[Trina]

Thanks for your patience and tolerance of my persistence. Your following comment has finally clarified the basic essence of my question. It was my mistake in not stating at the outset that my question had only to do with the notification process and nothing to do with the adoption of the agenda.

“Instead of being given at a meeting, a notice can also be sent to every member with the call of the meeting at which the matter is to come up for action, except where the rules of the organization provide otherwise. In such a case, the member desiring to give the notice writes to the secretary alone, requesting that the notice be sent with the call of the next meeting; and the secretary should then do this at the expense of the organization.

RONR (11th ed.), p. 123, l. 35 to p. 124, l. 6.”

I now can safely assume that any board member who wishes to put an item on the agenda for a forthcoming meeting should address the request to the secretary. The member can cc any number of recipients including the president. That is, as long as the "TO:" space contains only the secretary's name, the "CC:" space may contain any number of recipients including the president.

I am having some difficulty understanding what the consequential expense to the organization could be. Other than that I am crystal clear on everything else you posted. Thanks.

The concept of notice is really something separate from the agenda. So, the citation you give still doesn't answer your question about whom (President vs. Secretary) to inform about proposed agenda items. Notice that the cited passage is in the section titled Previous Notice of Motions.

[Guest Edgar]

I now can safely assume that any board member who wishes to put an item on the agenda for a forthcoming meeting should address the request to the secretary.

Only if (1) your rules require previous notice (RONR doesn't) and (2) your rules are silent as to the specific nature of that notice.

[Guest Andy]

The concept of notice is really something separate from the agenda.

Yes it is. As I said earlier, my question had nothing to do with agenda. It is only about notification.

Our by-laws clearly define the secretary's duties [see post #24].

"Secretary: The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and Congress of Delegates, shall cause notice of all meetings to be given, keep appropriate current records showing the Members of the Association together with their addresses and shall perform such other duties as required by the Board."

Only if (1) your rules require previous notice (RONR doesn't) and (2) your rules are silent as to the specific nature of that notice.

Our by-laws appear to be clear [see underlined above]. We probably need to revise our by-laws to further clarify by adding words to the effect that---anyone who would like to propose any item(s) to be added to the agenda shall send their request to the secretary, with copies to anyone else they like.

Thanks for sharing your opinions.

[BryanSullo]

If I understand RONR correctly . . . Other than a special meeting, the "notice" of a meeting need not contain an agenda. It's simply a notice of when and where the meeting is to be held. (Unless, of course, your bylaws say that all meeting notices need to come complete with an agenda.)

[Tim Wynn]

The concept of notice is really something separate from the agenda.

Yes it is. As I said earlier, my question had nothing to do with agenda. It is only about notification.

Our by-laws clearly define the secretary's duties [see post #24].

"Secretary: The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and Congress of Delegates, shall cause notice of all meetings to be given, keep appropriate current records showing the Members of the Association together with their addresses and shall perform such other duties as required by the Board."

Only if (1) your rules require previous notice (RONR doesn't) and (2) your rules are silent as to the specific nature of that notice.

Our by-laws appear to be clear [see underlined above]. We probably need to revise our by-laws to further clarify by adding words to the effect that---anyone who would like to propose any item(s) to be added to the agenda shall send their request to the secretary, with copies to anyone else they like.

Thanks for sharing your opinions.

All of this misses the point that there is no need for notice of an amendment to a proposed agenda. You said your question had NOTHING to do with agendas, and that was great! Then, you wrote about amending the bylaws to include a process for notification of adding to the agenda.

I suppose you send notice to the secretary that you will be attending the meeting, as well... and that you don't intend to make any motions to amend the bylaws.

What do you think is the effect of failing to send notice of an item to be added to the agenda?

[Tim Wynn]

If I understand RONR correctly . . . Other than a special meeting, the "notice" of a meeting need not contain an agenda. It's simply a notice of when and where the meeting is to be held. (Unless, of course, your bylaws say that all meeting notices need to come complete with an agenda.)

The call of a meeting is written notice of time and place sent to all members.

A special meeting doesn't require an "agenda;" it just requires that business be mentioned in the call, if that business is to be transacted at the meeting.

[BryanSullo]

The call of a meeting is written notice of time and place sent to all members.

A special meeting doesn't require an "agenda;" it just requires that business be mentioned in the call, if that business is to be transacted at the meeting.

Thank you for clarifying my unclear statement.

[Josh Martin]

"Secretary: The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and Congress of Delegates, shall cause notice of all meetings to be given, keep appropriate current records showing the Members of the Association together with their addresses and shall perform such other duties as required by the Board."

Only if (1) your rules require previous notice (RONR doesn't) and (2) your rules are silent as to the specific nature of that notice.

Our by-laws appear to be clear [see underlined above]. We probably need to revise our by-laws to further clarify by adding words to the effect that---anyone who would like to propose any item(s) to be added to the agenda shall send their request to the secretary, with copies to anyone else they like.

The rule you have cited only requires that members be notified of the meeting (that is, the date, time, and place of the meeting). It does not require that they be notified of the motions which will arise at the meeting. In the general case, there is no requirement that anyone be notified in advance of the meeting of a motion you wish to introduce or add to the agenda (although you may certainly do so if you wish). So far as RONR is concerned, it is perfectly in order to move to add your item to the agenda when it is pending, or to forget about the agenda altogether and simply make your motion during New Business when the items on the agenda are completed.

[Guest Andy]

Since the by-laws supercede Roberts Rules, I thought it would be prudent to revise the by-laws during a regular meeting and make a motion to add words to the effect that---anyone who would like to propose any item(s) to be added to the agenda shall send their request to the secretary, with copies to anyone else they like. This will put an ongoing argument to rest.

Thomas J Balch PRP [post #27] wrote:

Instead of being given at a meeting, a notice can also be sent to every member with the call of the meeting at which the matter is to come up for action, except where the rules of the organization provide otherwise. In such a case, the member desiring to give the notice writes to the secretary alone, requesting that the notice be sent with the call of the next meeting;

and the secretary should then do this at the expense of the organization

.

I do not understand what would be the expense to the organization. Could you clarify? Thanks.

[JayW]

I do not understand what would be the expense to the organization. Could you clarify? Thanks.

Going out on a limb, I'm going to guess this means the expense of printing/copying the meeting call/notice document and postage for mailing it to the members, unless your bylaws specifically provide that the call can be sent via electronic or telephonic communication.

But I could be totally wrong about that!

[Chris Harrison]

Going out on a limb, I'm going to guess this means the expense of printing/copying the meeting call/notice document and postage for mailing it to the members, unless your bylaws specifically provide that the call can be sent via electronic or telephonic communication.

Besides the cost associated with making and sending out the notices I can't think of what other expense would be incurred by the organization. So I reckon I'm out on that limb with you. Hopefully it won't break on us.

[Dan Honemann]

This thread has now managed to go beyond 40 posts in efforts to respond to persistent demands (not from the original poster) for information concerning nonexistent rules as to how to perform an entirely meaningless act.

It's time to move on.

[Trina]

...

I do not understand what would be the expense to the organization. Could you clarify? Thanks.

RONR assumes that notices are sent by postal mail, which costs money. If your organization is not accustomed to paying anything when sending notice, I'll guess that you are doing so electronically (e.g. e-mail). That practice is (only quite recently, in the 11th edition) authorized by RONR, as long as 'the member has agreed to receive notice' by electronic communication (RONR p. 89 l. 22). Until the most recent edition, notice via electronic communication had to be explicitly authorized in the bylaws.

[Trina]

...

It's time to move on.

Oops...

And, thank goodness.