JeffUrsillo Posted May 1, 2014 at 09:28 PM Report Share Posted May 1, 2014 at 09:28 PM At our April Board meeting, there were enough Board members absent that there was no quorum in attendance (5 out of 10 members were absent) The Board members in attendance held a two hour meeting. Time is approaching for the Secretary (one of the absent members) to be sending out the minutes of the April meeting so they can be approved at the May meeting. The meetings are recorded every month. My question is this: How can the absent members vote to accept the minutes if they have no idea if they are right? If the absent members (5 out of 10) do not vote to accept them, then there will not be a quorum to carry the vote. Is it out of order to have the secretary send the recording to all the absent members so they can vote intelligently on the acceptance of the minutes? Jeff Link to comment Share on other sites More sharing options...
Josh Martin Posted May 1, 2014 at 09:39 PM Report Share Posted May 1, 2014 at 09:39 PM At our April Board meeting, there were enough Board members absent that there was no quorum in attendance (5 out of 10 members were absent) The Board members in attendance held a two hour meeting. Time is approaching for the Secretary (one of the absent members) to be sending out the minutes of the April meeting so they can be approved at the May meeting. The meetings are recorded every month. My question is this: How can the absent members vote to accept the minutes if they have no idea if they are right? If the absent members (5 out of 10) do not vote to accept them, then there will not be a quorum to carry the vote. Is it out of order to have the secretary send the recording to all the absent members so they can vote intelligently on the acceptance of the minutes? Okay, there's quite a few issues here...The Secretary should not have taken minutes for a meeting he wasn't at. The board should have elected a Secretary Pro Tempore to take minutes for that meeting.No final vote is taken on the approval of the minutes. Rather, after any corrections are handled, the chair declares the minutes approved.Corrections are usually handled by unanimous consent, but if there is disagreement, a majority vote is sufficient. Members can vote on the corrections even if they were not present at the meeting in question.A quorum is the minimum number of members who must be present. It has nothing to do with how many members are voting on a particular question. Members who abstain still count toward the quorum so long as they remain in the room.The minutes are a record of what was done, not what was said. Since not much can be done at a meeting without a quorum, there should be very little in the minutes, so whether a member was present at the previous meeting (or has heard a recording of that meeting) shouldn't really matter. Since you're so concerned about this, I suspect that you're putting way too much information in your minutes.So in summary, this isn't really a problem at all (for several reasons), but to answer your question, it would violate no rule in RONR for the Secretary to send a recording of the meeting to the members. Link to comment Share on other sites More sharing options...
Guest Edgar Posted May 1, 2014 at 09:55 PM Report Share Posted May 1, 2014 at 09:55 PM The Board members in attendance held a two hour meeting. I hate to ask but . . . what did you do for two hours without a quorum? (Hint: I hope the answer is: Nothing.) Link to comment Share on other sites More sharing options...
JeffUrsillo Posted May 1, 2014 at 09:57 PM Author Report Share Posted May 1, 2014 at 09:57 PM Thank you Josh....you would have a field day with our minutes and agendas....minutes usually run 3-5 pages each month and while not a verbatim record it includes some of the discussion. Agenda's of late, put out by the President , have also gotten wordy, with the president using them to make personal comments about members (without naming names), making reports on events, even stating her position on issues to be voted on. 2-3 pages for an agenda?? ridiculous, in my mind. 1st point...if the absentee secretary presents the minutes to the Board for acceptance, are they not valid? Link to comment Share on other sites More sharing options...
JeffUrsillo Posted May 1, 2014 at 09:58 PM Author Report Share Posted May 1, 2014 at 09:58 PM Edgar, I was one of the absentees....I am also curious as to what they did for two hours..part of why I think a recording should be distributed, since it exists anyway.... Link to comment Share on other sites More sharing options...
Josh Martin Posted May 1, 2014 at 10:17 PM Report Share Posted May 1, 2014 at 10:17 PM Thank you Josh....you would have a field day with our minutes and agendas....minutes usually run 3-5 pages each month and while not a verbatim record it includes some of the discussion. Agenda's of late, put out by the President , have also gotten wordy, with the president using them to make personal comments about members (without naming names), making reports on events, even stating her position on issues to be voted on. 2-3 pages for an agenda?? ridiculous, in my mind. Minutes should not include any of the discussion, and an agenda certainly should not contain any of the information you mention. 1st point...if the absentee secretary presents the minutes to the Board for acceptance, are they not valid? No, they're valid. I didn't mean to suggest that they weren't. It's just that, in the future, the board should elect a Secretary Pro Tempore to take the minutes when the Secretary is absent. Link to comment Share on other sites More sharing options...
JeffUrsillo Posted May 1, 2014 at 10:24 PM Author Report Share Posted May 1, 2014 at 10:24 PM Does "the Book" address agenda content? I know it does about minutes.... Jeff Link to comment Share on other sites More sharing options...
Josh Martin Posted May 1, 2014 at 10:27 PM Report Share Posted May 1, 2014 at 10:27 PM Does "the Book" address agenda content? I know it does about minutes.... See RONR, 11th ed., pgs. 371-376 for information on agendas. Link to comment Share on other sites More sharing options...
Guest Edgar Posted May 1, 2014 at 10:39 PM Report Share Posted May 1, 2014 at 10:39 PM Does "the Book" address agenda content? See also FAQ #14. Link to comment Share on other sites More sharing options...
JeffUrsillo Posted May 1, 2014 at 11:06 PM Author Report Share Posted May 1, 2014 at 11:06 PM Thanks.... Link to comment Share on other sites More sharing options...
Guest hockeyparent Posted May 2, 2014 at 12:09 AM Report Share Posted May 2, 2014 at 12:09 AM I am a member of an association, but not a Board member. Do all of the members have a right to review all minutes of the association's board meetings? If a member requests to see the minutes, should the member have to sign a waiver drafted by a lawyer prior to reading the minutes? Link to comment Share on other sites More sharing options...
Josh Martin Posted May 2, 2014 at 12:46 AM Report Share Posted May 2, 2014 at 12:46 AM Do all of the members have a right to review all minutes of the association's board meetings? No. If a member requests to see the minutes, should the member have to sign a waiver drafted by a lawyer prior to reading the minutes? RONR does not have such a requirement. For future reference, it's best to post a new question as a new topic, even if an existing topic appears similar. Link to comment Share on other sites More sharing options...
Transpower Posted May 2, 2014 at 12:24 PM Report Share Posted May 2, 2014 at 12:24 PM RONR (11th ed.), p. 487, ll.13-20: "A record of the board's proceedings should be kept by the secretary, just as in any other assembly; these minutes are accessible only to the members of the board unless the board grants permission to a member of the society to inspect them, or unless the society by a two-thirds vote (or the vote of a majority of the total membership, or a majority vote if previous notice is given) orders the board's minutes to be produced and read to the society's assembly." In my experience, it's best that interested members should be allowed to attend board meetings (on the sidelines, of course) and should be allowed to see board minutes. Link to comment Share on other sites More sharing options...
JeffUrsillo Posted May 5, 2014 at 11:28 AM Author Report Share Posted May 5, 2014 at 11:28 AM just to update the original post...I received the minutes from the meeting in question. 3 1/2 pages of rehashed issues. and my request for the audio copy of the meeting was ignored.. Jeff Link to comment Share on other sites More sharing options...
Guest Edgar Posted May 5, 2014 at 11:55 AM Report Share Posted May 5, 2014 at 11:55 AM . . . 3 1/2 pages . . . . . . for a two-hour meeting without a quorum. I guess the best you can do is offer "corrections" when the minutes come up for approval. But it sounds like your organization has the minutes it wants: "a tale told by an idiot, full of sound and fury, signifying nothing". Link to comment Share on other sites More sharing options...
JeffUrsillo Posted May 5, 2014 at 12:32 PM Author Report Share Posted May 5, 2014 at 12:32 PM The minutes have always been wordy, but in the past couple of years (new secretary) they have gotten worse. And as previously mentioned, the agenda has become a political tool, not an agenda.... Link to comment Share on other sites More sharing options...
Josh Martin Posted May 5, 2014 at 07:00 PM Report Share Posted May 5, 2014 at 07:00 PM just to update the original post...I received the minutes from the meeting in question. 3 1/2 pages of rehashed issues. and my request for the audio copy of the meeting was ignored.. Based on this information, I think perhaps you should be relieved not to have to listen to the audio copy. The minutes have always been wordy, but in the past couple of years (new secretary) they have gotten worse. And as previously mentioned, the agenda has become a political tool, not an agenda.... Yes, it's quite clear that the vast majority of the information in the minutes and the agendas should be removed. Unless you can get a majority on your side to fix this, however, there's not much you can do about it. Link to comment Share on other sites More sharing options...
JeffUrsillo Posted May 5, 2014 at 08:46 PM Author Report Share Posted May 5, 2014 at 08:46 PM Josh, just out of curiosity, even though the Board did not have a quorum, there still needed to be minutes recorded and they are not "null and void" as someone is suggesting to me...is that correct? Link to comment Share on other sites More sharing options...
Guest Edgar Posted May 5, 2014 at 08:53 PM Report Share Posted May 5, 2014 at 08:53 PM Minutes should be prepared (and later approved) for all proper meetings, whether there was a quorum or not (though they shouldn't be more than half a page for meetings without a quorum). There is no such thing as minutes being "null and void". It sounds like someone is using fancy words he doesn't understand. Link to comment Share on other sites More sharing options...
Recommended Posts
Archived
This topic is now archived and is closed to further replies.