Several Questions concerning our Annual Meeting

[Guest Guest Eri]

I belong to a non-profit and I take the meeting minutes (but not part of the Board). We had our annual meeting/lunch in October and our Chair, who is new, failed to notice or ask for motions and of course none of our other Board members vocalized these concerns. I am unsure as how to proceed and how to reflect that in our meeting minutes. I also noticed that our interim Executive Director asked only for our Board to sign-in - no guests were officially recorded except elected officials who were verbally recognized. Is that okay?

Our Chair called the meeting to order but neglected to ask for a motion to use the sign-in sheet as roll call (which we typically do at Board meetings) so no roll call was done. We presented our awardees some awards and some of the elected officials in attendance also gave small speeches. 2 of our board members informed me that they could no longer remain because of other obligations and left before lunch was served. After lunch was served, our keynote gave his speech and then our interim presented our annual report. It wasn't until after the approval of the report did I notice that we were no longer at quorum. The board made a motion and approved the annual report (despite not having quorum and not noticing). Then our Chair informed everyone of a networking reception afterwards and concluded the meeting without actually requesting a motion. So I am not sure how to reflect all of this in the meeting minutes since technically the report should not have been approved and should a motion been asked to adjourn since there was no quorum.

Thanks!

[Guest Edgar]

We had our annual meeting/lunch in October . . .

Firstly, was this a meeting of the general membership (i.e. the association) or a meeting of the board? If the former, the board had no role to play and the presence (or absence) of board members was immaterial.

You might want to become a member of this forum so you won't have to keep entering the awful CAPTCHA code each time you want to post a follow-up question (or answer).

[Guest Eri]

This was a meeting of the Board and not a meeting of general membership.

[Guest Edgar]

This was a meeting of the Board and not a meeting of general membership.

Nothing in RONR requires the recording of attendance so, at least as far as RONR is concerned, you can forget about the sign-in sheet.

As for the quorum, at this point you'd need clear and convincing proof that the quorum was lost at some point if you want to raise a point of order that any business conducted after that point is null and void.

As for the minutes, you simply record what happened, whether what happened was proper or not. The minutes are not the place to fix what went wrong.