Annual membership meeting minutes

[bobby101]

I have read pages 94 and 95 of the current RONR. If the membership meeting is a meeting where the board is not considered there as a board but rather as regular members attending a meeting and therefore has no special privileges or authority to act, i'm looking for direction on the following question. Why does the board have the right to approve the A/M minutes at their next meeting? RONR goes on to state that, "Minutes of one annual meeting should not be held for action until the next one a year later." iT'S A MEMBERSHIP MEETING, NOT A BOARD MEETING. At our club we've had instances of innacurate ( and outright untrue) assertions made at the meeting, mostly by board members, who have the right of approval if I read Robert's right. The interval problem could be simply addressed by a prompt issuing of a draft of the A/M minutes for circulation to the membership for comment be fore they are officially adopted. I think the merits of such a system outweigh the logistical difficulties to implement it. The accuracy of the A/M minutes are of prime importance in my view. bobby101

[Timothy]

The board or some other committee or board would only have the right of approval if they have been authorized to do so by the society. Pages 94 and 95 describe the case in which the society has regular meetings. When that is the case, there would be no need for the board to approve the minutes because the society would do so at the next regular meeting. But if the society only meets annually, it should pass the responsibility of approving the minutes to a committee. The board, if one exists, would be a good candidate for that task.

[Richard Brown]

Bobby, Timothy is right.  It is customary for a committee to be appointed or that the Board be authorized to approve the minutes from an annual  general membership meeting if the society will not have another regular meeting within a quarterly interval.  If your society meets monthly, it can and normally would approve its own minutes at its next regular meeting. 

 

But, even then, the Board could be given that authority through a provision in the bylaws, a special rule of order, or a motion being adopted at any particular meeting giving the Board that authority.   I suspect that in your case, it has simply become the custom for the Board to approve the minutes.  Check your bylaws.  If there is nothing in the bylaws giving the Board that authority, raise a point of order that the board has no such authority and that the membership should be approving its own minutes....provided the membership meets at least quarterly.

[bobby101]

Mr. Fish: Thanks for your quick response. As far as I can tell the society (the membership) has never authorizedthe board to act in this way. As a matter of fact, the question has been raised- but not settled- in the past. Some boards have held the minutes (while circulating a draft before the next A/M)for the next A/M and others have felt the board can approve these minutes. My point is still--it's a membership meeting, not a board meeting and lacking the specific authority by the membership to act, is the board authorized to take this action? Reality intrudes again that our board(s) has (have) been dysfunctional in many areas and have made assertions in the A/M minutes that are inaccurate/misinformed but that support their aims and can go unquestioned. I don't think that that this reality is covered in RONR and thus outside your purview/ areas of responsibility but I'm looking for an appropriate and fair way to address this. Thank you, bobby101

[Dan Honemann]

 My point is still--it's a membership meeting, not a board meeting and lacking the specific authority by the membership to act, is the board authorized to take this action?

 

This question has been answered. The answer is no.

[bobby101]

To Mr. Honemann, #5: The minutes from our 2013 Annual Membership Meeting have not yet been published. There is no mention in any of the 2014 Board Meeting minutes of actions taken on these minutes. It seems to me that, including your answer immediately above, that these minutes when published (we hope in time for the Annual Membership Meeting now about 4 weeks away) will be a matter for the membership to review and approve. I think your answer above is easily understood but you're not dealing with our board and our members. Thank you, bobby101

[Josh Martin]

To Mr. Honemann, #5: The minutes from our 2013 Annual Membership Meeting have not yet been published. There is no mention in any of the 2014 Board Meeting minutes of actions taken on these minutes. It seems to me that, including your answer immediately above, that these minutes when published (we hope in time for the Annual Membership Meeting now about 4 weeks away) will be a matter for the membership to review and approve. I think your answer above is easily understood but you're not dealing with our board and our members. Thank you, bobby101

 

Since the membership did not authorize a board or a committee to approve the minutes, the membership will approve its own minutes.

 

It's really difficult to remember what happened a year ago, however, so the assembly really should have someone else approve the minutes in the future. Since there is apparently intense distrust of the board, appoint a committee for the purpose instead. Or elect better board members.

[bobby101]

Josh: Thanks for your timely response. Yes, it's difficult to remember what happened a year ago and I think that's what the board depends on. And, I think we should appoint some body ( a committee or some other entity) to review and approve the minutes in a more timely manner, maybe with 30 or 60 days of the meeting. The intense distrust of the board has been earned by their actions over the past few years. The difficulty that continues, however, is that there still is a sizable remnant of the 2012 and 2013 boards on our 2014 board. And, I sense that the new members just elected are not eager to raise some issues and sore points with that remnant. And, also, they may not have the votes to do it. Electing better board members is what we're trying to do but that will take at least another year or two. bobby101

[jstackpo]

Reform does run into roadblocks  --  good luck!

[bobby101]

To: JD Stackpole. Thanks for your good luck wishes. I just wish I could get more members on my side who are unafraid of confrontation with a board over the rights om members guaranteed in our by-laws. bobby101

[Gary c Tesser]

.... And, I think we should appoint some body ( a committee or some other entity) to review and approve the minutes in a more timely manner, maybe with 30 or 60 days of the meeting.

 

Bobby, it's not just your idea.  Robert's Rules has been saying this for a hundred years.  A hundred years, Bobby, that's older than even you are!  More to the point, it's what you have been told over and over again in thread after thread.  In this thread, look at the second-to-last sentence in Post 2, by Mr Fish and the last sentence of Post #7 by Mr. Martin.

 

[in Post #1]

... assertions made at the meeting, mostly by board members, who have the right of approval if I read Robert's right.

 

 

I beg your pardon.  Where do you see something remotely like this?

 

[in Post #1]

I think your answer above is easily understood but you're not dealing with our board and our members

 

 

OK.. Let's deal with your [edited typo] board and your members. Some of us regular posters on this forum have read something like two hundred thousand (200,000 -- yes, that's a fifth of a million)* discussion threads over the past ten or fifteen years, so forgive our hesitation in thinking that your board and/or members is/are outstandingly dull-witted and/or daffy and/or balky or nefarious; but let it go.

 

Some boards have held the minutes (while circulating a draft before the next A/M)for the next A/M and others have felt the board can approve these minutes.

 

So we have you at your annual meeting.  Presumably you have marshalled your allies for the past weeks, and you have read your RONR - In Brief a couple more times including yesterday.  The minutes are read, and you -- or, better, one of your co-conspirators, rises and moves to establish a committee; say, of three members, and you name them (don't leave it to the president to smoothly slip in his cronies:  you want your cronies, or shills if you can't find or hire cronies), authorized and charged with approving the AGM's minutes; and to submit those approved minutes to the secretary for prompt distribution, within two months, or whatever, of the close of the annual meeting.  End of story:  the board doesn't hold the minutes; and the board doesn't approve the minutes:  the board doesn't get near the minutes at all.

 

Oh, that's unless your motion about the approval committee fails.  That still, as Mr Honemann pointed out (remember his complex, nuanced reply -- "no"?) doesn't allow the board to put its filthy scabrous hands on your membership minutes. Unless you allow it.

 

Or unless you let them get away with it.

__________

*Someone kindly check my arithmetic.  Around 30 threads a day is ten thousand threads a year.  But I suspect that the number of daily threads has slacked off since I regularly counted 30 or so a day -- that was five or eight years ago.  Even so, that would only be about 150,000 in these fifteen years, not nearly 200,000.  No wonder I feel like, what do I do all day?

_________

[Edit: "your [edited typo] board and your members" was, until fixed, "our board and your members."  And another solecism.]