General Board meeting minutes availability: Who is required to have access to them?

[Guest Ann Gage]

We have a major lack-of-communication issue within our group's membership. We are a non-profit entity managed by a board of directors. Of course, they effect changes for the entire society, however, the general membership of the society are not privy to these discussions since they are not serving on the board and do not attend the monthly board meetings.  Is the general membership allowed access to the monthly minutes in its entirety? If not, are there any rules governing who DOES have access to the board minutes? 

[Hieu H. Huynh]

"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." (RONR 11th ed., p. 487, ll. 13-20)

[Richard Brown]

I agree with Hieu's statement from RONR, but if your non-profit entity is incorporated, you might check the corporation laws for your state as they sometimes contain provisions regarding access to the organization's records by members.

 

You might also consider leading an effort for a bylaw change or special rule that allows all members of the organization access to the minutes of board proceedings.

[bobby101]

At our club, the by-laws require that the club's secretary post the BoD minutes, thus making them available to the entire membership. I think this is an excellent idea and can minimize (although not completely eliminate) the possibility of the board's doing things that may violate the by-laws or take actions they'd prefer the membership not know.

[spr1ng]

Thanks for the input and ideas.