Follow Up to "Unofficial" Special Meeting

[Guest Michelle RJ]

A week ago, the President of our organization called a special meeting to discuss how we resolve an incomplete election. The meeting was scheduled for 6:30. At 2:15, the President emailed to say they could not make it, the rest of us should meet, but could not vote, (regardless of quorum), without her there. Since two other members were going to phone/text in their votes when the motion was made, the question was posed for her to do so as well. 

Four of our eight members weighed in, saying we needed to put this to rest, and 3 of our members terms would be expiring at midnight, so we should move forward with the meeting. At 4:30 the President responded that she disagreed, and was cancelling the meeting. 

Our bylaws state that a special meeting can be called by the President or a majority of the executive board,(without time constraints.) A majority of the executive board agreed to the meeting, and the entire board was notified that the meeting would still take place. (The President was not asked to vote on the special meeting, after the majority vote was reached.) 

The meeting took place with a quorum, and the vote took place. After the meeting was adjourned, the President showed up, and said it didn't matter what took place, it was unofficial meeting, and anything that took place woild be voided. 

Although the President should have been asked to weigh in, do they have the authority to say a meeting is unofficial? 

Does the President have the authority to cancel a meeting because they won't be there?

Does the President have the authority to say a meeting can take place but no voting can take place if they are not there? 

 

Good Morning

I wanted to follow up to a question and responses posted earlier to the above:

 

The meeting in question was called by the President with the intent to discuss the By-Laws in general as the practice of members making decisions via email was getting of great concern.  Emails for decisions being sent out and decisions being made without all members having either seen the email, weighing in/voting, no formal motion/second etc...and therefore no formal tracking of decisions made as would be the case if these motions were brought to our meetings was becoming of concern.  "Majority Ruled" even when they may not have been the best decisions or decisions at times being made without it even coming to the Full Board for approval.

 

There was also the concern that there were two "open" positions to the Board as a result of the person who was voted into both of those positions choosing not to take either of them.  Since there were many items to discuss, resolve and I was bringing many of them to the floor - due to unforeseen circumstances at my employment I needed to postpone the meeting.

 

That is why we ALL needed to be at the meeting to discuss the tightening up of the by-laws not just how we were going to fill the positions left open.  I will also note that even though we have in our by-laws that we govern our meetings by Robert’s Rules - it was done very loosely, we are a young Board and many have never even been on Boards before or ever really used Robert's Rules to the degree they are now trying to enforce in "particular situations"....another concern - you either use Robert's Rules all the time and not just to serve a certain purpose.

 

It was last minute, so my communication of the circumstances went out via email asking that we postpone the meeting until Thursday, understanding that three of the Board members would "technically" not be on the Board -  they would be able to attend the meeting and still provide input to the conversation and the current Board (minus the two open positions) would then vote on the changes.

The description of what was described earlier is not as accurate as the person would like you to believe.  Another Exec. Board member sent an email out to the other Exec Board members excluding the President from the communication to call a "special" meeting after the President had asked to reschedule the meeting.  This person on received 2 responses  and the third Exec Board member did not have ample time to see, review or have time to comment on the on the 'motion' as they were driving from work.  When they received the notice, they were not in agreement and were told it didn't matter as they had an Exec Board majority to hold a "special meeting". The by-laws do not allow for absentee voting...I even brought this up when they asked me to "text in or call in".  If I could have done that I would have just been at the meeting....I had an emergent deadline, hence why I asked to change the meeting....do something I wanted to do, but needed to do.  There were two other members that stated they would text in/call in to vote (if needed)...if I had been at the meeting, I would not have allowed this, as this has never been allowed and not in our by-laws....that is why one of the Board members who was not going to attend - ended up attending the "special meeting" meeting that was called so to have a quorum in my absence.

 

So yes - our by-laws states: "Special meetings of the organization may be called from time to time by the President, or by simple majority of the executive committee"..... however, my question is can this be done while excluding the President, who is a part of the Executive committee from the communication and not allowing ample time for all members of the Executive committee to receive, review and communicate back on the motion or request to meet?  Is this considered a legal meeting and then the decisions made at this meeting valid?  The minutes handed out also reflected that this was still a meeting called by the President and not a "special meeting" called by the Exec.Committee, so the minutes do not even reflect what actually happened.

So based on how this "special meeting" was actually called....was the meeting valid?

 

Thank you for your time.

Michelle Ricco Jonas

 

[Richard Brown]

Michelle, I believe it is best to continue this discussion in your original thread on this topic which you started just two days ago.  It can be found here:  http://robertsrules.forumflash.com/index.php?/topic/25804-unofficial-special-meeting/

 

Edited to add:  Do we have two different Michelles in that thread?  Are you the same Michelle as the original poster in that other thread?

[Guest Mihelle RJ]

Good Afternoon

No - I am a differnt Michelle and that is why I put Michelle RJ.  I did post in the thread; however received a pinned note that I should not add to the thread but start a new one?  It was a bit confusing so I did both just in case.

 

Thank you

Michelle RJ