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Attendance requirements for board members


Tom Morelock

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Our bylaws state that board members have to attend at least 50% of meetings each year, if there is no quorum on meeting day does this count against those not present? also we have board meetings with dates/times/location decided by the president (state wide organization) and membership meeting times/dates/ location decided by board vote. there is no requirement that a regular member attend any meetings. if a board member is not at a membership meeting does it count against him/her on the 50% rule?

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Since RONR imposes no attendance rules at all (other than a quorum to do business), you will have to figure out for yourselves what your special rules mean and how to apply them.

 

But to help a little with your first question:  a meeting can be held without a quorum present, but it just can't do any business. So this might mean that a no-show does count against the 50% requirement.

 

You are on your own for he other question.

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Our bylaws state that board members have to attend at least 50% of meetings each year, if there is no quorum on meeting day does this count against those not present?

 

if a board member is not at a membership meeting does it count against him/her on the 50% rule?

 

Since RONR imposes no attendance rules at all (other than a quorum to do business), you will have to figure out for yourselves what your special rules mean and how to apply them.

 

But to help a little with your first question:  a meeting can be held without a quorum present, but it just can't do any business. So this might mean that a no-show does count against the 50% requirement.

 

You are on your own for he other question.

I agree with your statement that a meeting technically takes place regardless of whether a quorum is present (at least if it's called to order...and maybe even if it's not), but I think this group is actually on its on when it comes to both questions.

 

This points out a couple of problems with requiring members to attend a certain number of meetings.  The group might interpret the rule to mean that a meeting without a quorum doesn't count as a meeting.....or they could take the position that it does count. 

 

Then you get into issues such as how much of a meeting must a member have attended in order to be counted as present?  Just show up, sign in, and then leave?  Be there for the first five minutes?  The last five minutes?  Half of the meeting?  All of the meeting?

 

I suspect that the rule requiring board members to attend at least 50 percent of the meetings was intended to apply to board meetings, but if the rule isn't clear, then the organization has to determine whether the rule applies just to board meetings or to all meetings.  Note:   The placement in the bylaws of the meeting requirement for board members might give some indication of whether it is intended to just apply to board meetings or to all meetings.  If it is in a section dealing solely with board meetings, that is evidence that it was intended to apply to  board meetings.  If it is in a section dealing with, say, qualifications of directors, then that gives no guidance as to which type meetings it applies to.

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Then you get into issues such as how much of a meeting must a member have attended in order to be counted as present?  Just show up, sign in, and then leave?  Be there for the first five minutes?  The last five minutes?  Half of the meeting?  All of the meeting?

 

Not to mention sleeping through the meeting. 

 

Or something more nefarious like getting someone else to sign in for you.

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Our bylaws state that board members have to attend at least 50% of meetings each year, if there is no quorum on meeting day does this count against those not present? also we have board meetings with dates/times/location decided by the president (state wide organization) and membership meeting times/dates/ location decided by board vote. there is no requirement that a regular member attend any meetings. if a board member is not at a membership meeting does it count against him/her on the 50% rule?

 Whether a quorum is present or not, the meeting "takes place", so anyone who does not attend is absent from the meeting.  If anything, I think that absence from a meeting that failed to reach a quorum is a much worse offense, since the absence(s) prevented the conduct of business.

 

It's up to you to figure out your own rules about what meetings these attendance requirements apply to, since RONR has nothing at all on the subject.

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 Whether a quorum is present or not, the meeting "takes place", so anyone who does not attend is absent from the meeting.  If anything, I think that absence from a meeting that failed to reach a quorum is a much worse offense, since the absence(s) prevented the conduct of business.

I agree with Gary's rationale and started to say the same thing in my comments in post # 3.  My personal view of it is the same as Gary's:  absence from a quorumless meeting is more serious in my mind than absence from a meeting where almost everyone is present because it prevents the society from conducing business.   But, as we all agree, it is up to this organization to interpret its own rules.

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Thank you for your help. I do know why the rule was put into place as i was on the board when we added it to the bylaws. it was meant for board meetings, as we had a time when the organization almost went extinct due to board members not showing up and we had no means of replacing them unless their term was up or they resigned, meanwhile we had members (like myself) who were willing to step up but could not be on the board until the next membership meeting when we could run for the offices that were up. Once we did, then we put that rule in to prevent this problem and it has worked well for over 20 years now. however we currently have some unprofessional and unethical (in my opinion) board members who are trying to use this rule and anything else they can twist around to their advantage to get rid of anyone who points out their wrong doings such as willingly disregarding the bylaws, not using Roberts Rules,making negative comments about members who complain about their conduct etc. especially me as i am always correcting them on the bylaws and their lack of knowledge on Robert's Rules. i have not been on the board for ten years yet every year my name gets written in as a write in candidate. my last job was President and during my time we doubled the membership and had more money and more members than in the history of the organization. (founded in 1961)Now i"m not going to take credit for all of that as i had a great team of board members to work with. Anyway lots of members who are fed up with these things have been nagging me over the last few years to get back in the game, so this year i relented and i am now an official candidate for President and i have been asking these questions so that i will be better prepared to deal with these issues should i happen to win. i am sure i will have more as time goes by and i study the book. thank you all for your time you have been very helpful so far. 

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Good luck!

 

And while you are waiting for the votes to be cast, get a copy of RONRIB:

"Roberts Rules of Order Newly Revised In Brief", Updated Second Edition (Da Capo Press, Perseus Books Group, 2011). It is a splendid summary of all the rules you will really need in all but the most exceptional situations. And only $7.50! You can read it in an evening. Get both RONRIB and RONR (scroll down) at this link. Or in your local bookstore.

 

And maybe get additional copies for some of your board members, too.

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Also, if the President sets the location and time for the Board meetings, then the 50% rule for attendance sticks out like a sore thumb to me as the President could easily pick locations (and/or dates and times) that are inconvenient for Board members that won't come to attention and do what the President wants. 

 

Also, with the attendance rule:  the organization may wish to consider an  amendment to the rule not only specifying what meetings this applies to (i.e. only Board meetings or Board and general meetings), but whether or not the Board (or less likely the general membership) the right to grant a Board member with exceptions to the requirement.  For example, if a Board member needs to have knee/hip replacement, or other surgery, then perhaps any missed meetings during the surgery and recovery process should not count against the member.  Or what if the Board member comes down with a contagious disease - you don't want everyone else infected, so it may be better to allow the Board member an exception to miss meetings until he/she is no longer contagious.

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I guess i should have included the additional rule that goes with the 50% one. the Board has the authority to suspend that rule for just such things as you mention above.years ago we had a very good board member who never failed to complete any tasks given to him, but because of the fact that he worked 7 days a week and rarely was able to get off for meetings, we simply used the just mentioned rule to excuse him being absent, as he actually got more things done than some of the people who did show up.

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I guess i should have included the additional rule that goes with the 50% one. the Board has the authority to suspend that rule for just such things as you mention above.

 

Think nothing of it. It's much more fun if the rules are revealed in dribs and drabs.

 

Otherwise we'd never have heard about knee/hip replacement surgery and contagious diseases.

 

 . . . he actually got more things done than some of the people who did show up.

 

Which might make one reconsider re-think the attendance rule.

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As previously noted, it's up to your organization to interpret its bylaws.

 

But the general membership is a meeting and any board members in attendance are board members (even though they're not attending as board members). So they are board members and they are attending a meeting. Come to think of it, they'd be board members if they were attending a meeting of a completely unrelated organization. Just not board members of that organization. (I believe that's a reductio ad absurdum argument. Or not.)

 

Anyway, I agree with Mr. Brown (the most agreeable guy on this forum):

 

I suspect that the rule requiring board members to attend at least 50 percent of the meetings was intended to apply to board meetings, but if the rule isn't clear, then the organization has to determine whether the rule applies just to board meetings or to all meetings.

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Let me ask this question, since the "Board" does not exist as such at a membership meeting, and the Board members are considered just another member at that time, would it be proper to think that the 50% rule does not apply since members are not required to attend any meetings at all ?

 

I don't know if it would be proper to think that, but I have no evidence that it would be improper.

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