Non-approval of minutes from previous meeting

[Guest ldeht]

A group is approving the minutes from the previous general meeting. Quorum was assumed at that last meeting and the meeting went on.

 

Today, someone is pointing out that a quorum was not actually present at the previous meeting so they don't want to approve the minutes.

 

Is this allowed?

 

Please help, and please provide substantiation. I'm out of town and away from my copy of RROO.

 

Thank you!

[Chris Harrison]

First, minutes would be written (and approved) even if the meeting didn't have a quorum.  If this member claims that they are taken at a meeting without a quorum ask him or her to cite something in RONR that says they don't (this person won't find any support for that claim).  Second, unless this person can provide clear and convincing proof that there wasn't a quorum all actions taken at the previous meeting would be valid (RONR p. 349 ll. 21-28).

[Guest ldeht]

Any substantiation for why the minutes should be approved?

[Rev Ed]

Any substantiation for why the minutes should be approved?

 

Because you had a meeting and action occurred.  Until approved, you do not have any official record of what happened.  Why would you not want the Minutes approved?

[Guest ldeht]

I understand why the minutes should be approved. I'm asking for substantiation to present to those who do NOT want them approved.

[Weldon Merritt]

I understand why the minutes should be approved. I'm asking for substantiation to present to those who do NOT want them approved.

Ask them to show you a rule that says they shouldn't be approved.

[Chris Harrison]

Ask them to show you a rule that says they shouldn't be approved.

Say when the approval of the minutes are pending someone tried to argue that the minutes should not be approved.  Would the Chair be correct in ruling such debate out of order as not being germane to the question since the question is on any possible corrections there may be and not whether they should be approved citing RONR p. 354 l. 23 to p. 355 l. 11?

[Rev Ed]

Say when the approval of the minutes are pending someone tried to argue that the minutes should not be approved.  Would the Chair be correct in ruling such debate out of order as not being germane to the question since the question is on any possible corrections there may be and not whether they should be approved citing RONR p. 354 l. 23 to p. 355 l. 11?

 

I would agree.

[Gary c Tesser]

I understand why the minutes should be approved. I'm asking for substantiation to present to those who do NOT want them approved.

Any substantiation for why the minutes should be approved?

 

Gentlemen, it looks as if our friend Guest Ideht is indeed on our side.  He (or she -- this maybe reads female, but I agreed with Robert Silverberg about James Tiptree, Jr.)  wants ammunition to refute the nay-sayer.  Granted that Guest Ideht likes our suggestions, but needs to persuade the attentive, intelligent but unsophisticated and swayable bulk of the assembly, what can we offer?

 

I think we can concede that if the book provided a flat statement, that inquorate meetings need to keep minutes too, I'd have read it here by now.  THere's that, then.

 

But we can point out that, on p. 347-348, detailed descriptions of those limited actions which can (and some of which should) be taken at a legitimately scheduled meeting that is inquorate.  The supposition would be that these actions must be legitimately documented; and, as Mr Merritt, Mr Harrison, and Mr Ed point out, therefore the "burden of proof" that they should not be documented must rest on those making that claim.  (Should "informal action" be taken, with the hope or expectation that it be later ratified, we would indeed want a record -- ironically, perhaps, the formal record of informal action -- of what action, specifically, was actually taken.  If, say, perhaps facetiously -- who, me? -- the inquorate assembly decided on its own to pay the society's outstanding electricity bill of $30, the proposal to ratify the action should not give them $50.  Unless it's a thank-you.)

 

Perhaps more tellingly, since we are told on p. 468, rather definitively, if not as an actual definition, that the minutes are a record of the assembly's proceedings, then the proceedings perforce must be recorded (such as the actions that may, and some of which should, be taken at an inquorate meeting) -- the lack of a quorum being immaterial to the requirement that minutes be taken.

 

As perhaps a final thought, Guest Ideht, why not let brute force, when legitimate, have its way.  Let the assembly proceed, unremarkably, to approve last meeting's minutes.  This obstreperous member can raise a point of order; or keep quiet; or be disruptive.  If he raises a point of order (and maybe follows it with an appeal), the chair, and assembly, should know how to legitimately process this.  If he keeps quiet, then I, for one, and I doubt Mr Harrison, Mr Merritt, Mr Ed, or Guest Ideht, would be troubled.  Finally, if he's disruptive, he can find his silly can on the street.

______

N. B. "Can," as in "his silly can," is a corruption, through Italian and ultimately from Latin, of "corpus," meaning "body."  It much resembles the vulgar Anglo-Saxon word for the fundament, which through synecdoche represents the whole of the physical self of the disruptive member who would find himself on the street.

[Gary c Tesser]

Say when the approval of the minutes are pending someone tried to argue that the minutes should not be approved.  Would the Chair be correct in ruling such debate out of order as not being germane to the question since the question is on any possible corrections there may be and not whether they should be approved citing RONR p. 354 l. 23 to p. 355 l. 11?

I would agree.

 

Oh, and I concur with The Edly One's sagacious conclusion, and commend his apparently giving the question a good 20 minutes' hard thought.  Gracious, I can't even hold my breath that long.

[David A Foulkes]

Any substantiation for why the minutes should be approved?

 

Perhaps not quite directly so, but by interpretation, cobbling together the many scattered references throughout the book.  Everything in the text supports the argument that the minutes "must" be approved, and nothing allows for the failure to do so under any circumstance.  This seems like a variant on the age-old theme that actions taken and decisions agreed to at a meeting are not binding until the minutes are approved, another argument with unsubstantiated by the text.

[Josh Martin]

A group is approving the minutes from the previous general meeting. Quorum was assumed at that last meeting and the meeting went on.

 

Today, someone is pointing out that a quorum was not actually present at the previous meeting so they don't want to approve the minutes.

 

Is this allowed?

 

No, this is not allowed. No final vote is taken on the approval of the minutes. After any corrections are handled, the chair declares the minutes approved.

 

Suggesting that the minutes should not be approved because a quorum was not present is misguided and fails to understand the purpose of approving the minutes. Approving the minutes simply indicates that they are an accurate record of what happened at the meeting, even if what happened was improper. As others have noted, minutes are taken even in the absence of a quorum.

 

If a member wishes to challenge the validity of the actions taken at the previous meeting on the basis that a quorum was allegedly not present, the proper course of action is for the member to raise a Point of Order on this, followed by an Appeal if necessary. In order to invalidate past action on this basis, the member must provide clear and convincing proof that a quorum was not present at the time. To be clear, however, even if the assembly determines that a quorum was not present at the meeting and that the actions taken are null and void, the minutes of that meeting must still be approved.

[Gary Novosielski]

I think we can concede that if the book provided a flat statement, that inquorate meetings need to keep minutes too, I'd have read it here by now.  THere's that, then.

But the book does provide a flat statement that meetings require minutes to be kept.  If there were an exception for inquorate meetings....  But there isn't.

 

And failing to approve minutes is never an option anyway.  If proper procedure is followed, that cannot happen.  The only proper question on the minutes of any meeting, quorum or no, is whether the minutes are correct (yet), or not.  Once they're correct(ed), they're approved.

 

Even if the actions taken at the previous meeting were improper because a quorum was not present, that would be a question for the current meeting to deal with, via a point of order substantiated by clear and convincing proof.   And even if sustained, this would be recorded in the minutes of the current meeting.  The minutes of the previous meeting, which correctly recorded the improper actions, would not be affected.

 

And it's worth emphasizing that, if clear and convincing proof is not presented, it is now too late to raise a point of order regarding quorum, and the actions taken at the previous meeting stand.

[Dan Honemann]

And it's worth emphasizing that, if clear and convincing proof is not presented, it is now too late to raise a point of order regarding quorum, and the actions taken at the previous meeting stand.

 

Well, I think it's (virtually) never too late to raise a point of order that a quorum wasn't present, but the chair should rule the point of order not well taken in the absence of clear and convincing proof that a quorum wasn't present.