Motion made, document w/ error drawn, document accepted?

[Guest Alan]

A motion was made to allow an entity to lease a building for a period of two years.

Two months later the document spelling out the lease was accepted as written. It was later found to have the wrong date, making the lease one year.

Which is the binding motion?

[Guest Edgar]

Which is the binding motion?

A motion was adopted to permit a two-year lease.

Another motion was (presumably) adopted to sign the lease (which turned out to be for just one year).

Both motions are presumably valid (and are not in conflict).

The lease is not the motion.

But this may turn out to be more of a legal problem than a parliamentary one.

[Guest Alan]

Both motions are presumably valid (and are not in conflict).

One of the motions was for one year and the second motion was for two years. I don't understand how they wouldn't be in conflict (at least for the first year).

[David A Foulkes]

One of the motions was for one year and the second motion was for two years. I don't understand how they wouldn't be in conflict (at least for the first year).

At the risk of practicing landlord/tenant law without a license (which I rarely do, just so you know), if the lease itself as drawn up is fully legal in all aspects, I'd think that covers it, especially if it has been executed. As Edgar notes, you are likely approaching a legal issue as opposed to a parliamentary one. Has the lease been signed by both parties? Did you have an oral agreement with the other party regarding the length of lease? At the very least, in a year you renew the lease for another year and Bob's your uncle. That may not be acceptable to all parties, but it all works out in the end. And those two cents are mine, indeed.

[Guest Edgar]

One of the motions was for one year and the second motion was for two years. I don't understand how they wouldn't be in conflict (at least for the first year).

Actually, if there's any conflict (and I don't think there is), it would be for the second year.

If your father tells you you can stay out until midnight and your mother says you have to be home by 11:00, you can satisfy both parents by coming home at 11:00.

[Guest Alan]

The oral agreement was for two years, and the lease was drawn up as one year (not sure if the fault was on the person who gave the attorney the information; or on the attorney/office staff who drew up the lease).

Neither version of the lease has been signed as I'm wanting to do what is right/lawful.

Some members of the board believe we go with the "two year" lease since that was the original motion; other members believe we go with the "one year" lease since that's what was accepted at the most recent meeting (to accept the lease as written; despite it having a mistake and going against the original wishes of the board).

The number of years shouldn't matter. If we accepted two years for a lease as the original intent, and the lease document came back as 20 years (and was accepted as written), would we be bound to the two years, or the 20? It's the same thing. Since it is one year in my real-life scenario, it makes it almost trivial, which is why I say don't consider the number of years.

Basically I think the real question is do you go with your original intent, or a legal document that contains a mistake?

[Guest Alan]

(BTW, when I say there are two versions of the lease, I mean that yesterday we had the attorney also draw up a lease agreement that was the original intent and corrected one years to two years ... the one that was accepted contained the mistake of one year; the new one that has NOT been accepted but is the original intent was for two years).

[Sean Hunt]

It depends on the exact wording of the various motions. You'll have to look carefully to see what was authorized. For instance, if the first motion was "the President is authorized to lease the building for two years" and the second was "the President is authorized to sign this lease", then the first is still valid. You'll have to look closely at the motions and see exactly what they say. If the second one is actually in direct conflict with the first, then the first one is the valid one unless the second one was adopted by the threshold required to amend the first; in which case the second one is considered to implicitly amend the first one to the extent of the conflict.

The easiest way to sort this out, though, would be with another meeting of the board, or possibly by simply agreeing to the corrected (two-year) lease and asking for ratification of the action later, since the obvious intent of the board was to agree to the lease with a two-year term.