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Guest Carl Greenberg

What constitutes a "member"

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Guest Carl Greenberg

Roberts Rules says that only members may attend Board Meetings. In our association, members refers to those who belong to the association. The Executive Director holds that means even though they are members of the Association, they may not attend Board Meetings without the Board okaying it because in RROO members refers to Board members. The Association is a 501C6 I believe.

Is the ED right?

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Roberts Rules says that only members may attend Board Meetings. In our association, members refers to those who belong to the association. The Executive Director holds that means even though they are members of the Association, they may not attend Board Meetings without the Board okaying it because in RROO members refers to Board members. The Association is a 501C6 I believe.

Is the ED right?

Look at p.3 of Robert's for the definition of a member. "A member is a person entitled to full participation in its proceedings, that is as explained in (sections) 3 and 4 (of RONR), the right to attend meetings, to make motions, to speak in debate, and to vote." Generally speaking, your Executive Director is probably correct. However, without reviewing your organizations bylaws, I can't give you a definetive answer. It would hinge on what rights the bylaws or higher level governing documents reserve to the members. Generally and absent any applicable mitigating language in your bylaws, your Executive Director would be correct.

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Look at p.3 of Robert's for the definition of a member. "A member is a person entitled to full participation in its proceedings, that is as explained in (sections) 3 and 4 (of RONR), the right to attend meetings, to make motions, to speak in debate, and to vote." Generally speaking, your Executive Director is probably correct. However, without reviewing your organizations bylaws, I can't give you a definetive answer. It would hinge on what rights the bylaws or higher level governing documents reserve to the members. Generally and absent any applicable mitigating language in your bylaws, your Executive Director would be correct.

Just to clarify one important point, what p.3 actually says is "A member of an assembly...." This refers to a deliberative body, five types of which are defined beginning on p.5. RONR makes a distinction between the "general assembly" (the local assembly of an organized society) and the Board.

Thus the persons who occupy the positions of the board as defined in the bylaws are members of that assembly. Other persons of the general membership who do not occupy any of those positions are not members of the Board.

Additionally, and in hopes of clarifying further, the "assembly" (the body of people who assemble) is actually the group of members who are in attendance at meetings of the deliberative body. Thus, the deliberative body that is the Board may have nine members, but if only seven of them are at a Board meeting, those seven constitute the "assembly", while the two absent members are still members of the Board, but not considered part of the assembly at the meeting. The same premise applies to persons who are general members of the organization when that body assembles..

What your ED says is correct, barring any existing rule in your governing documents or other applicable higher rules (from perhaps a National Association) or applicable law.

Edited by David A Foulkes

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Unless the By-laws give the general members the right to attend Board meetings, a "member" according to RONR is a "member" of the group holding the meeting. In the case of the Board, that means only Board members have a right to be at the meeting.

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Roberts Rules says that only members may attend Board Meetings. In our association, members refers to those who belong to the association. The Executive Director holds that means even though they are members of the Association, they may not attend Board Meetings without the Board okaying it because in RROO members refers to Board members. The Association is a 501C6 I believe.

Is the ED right?

Almost.

In RONR "members" can refer to members of the board, members of the society in general, members of a committee, etc. The "members" who are entitled to attend any meeting are the "members" of that body that is meeting. So only board members are entitled to attend board meetings, if the rules in RONR are applicable. Your bylaws might supersede that rule, but if they don't then the ED is correct.

Of course (a majority of) the board can decide to admit anyone it wants to, even complete strangers.

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