board minutes

[Guest Augustine]

Does RRO say anything about the availability of board minutes to its organization members that are not on the board?

[Richard Brown]

The minutes of an organization or body are available to members of that body.  Only members of an organization are entitled to see the minutes of the organization's membership meetings.  Only members of its board of directors are entitled to see the minutes of board meetings.  Only members of the executive committee are entitled to see minutes of the executive committee.  And, although normal committee doesn't usually keep minutes, if it does, only members of the committee are entitled to see those minutes.

 

There are some exceptions, though, such as a society being able to direct that a subordinate body, such as its board, produce its minutes.

 

The following language from page 460 might be helpful:

 

"Any member has a right to examine these reports and the record book(s) referred to on page 459, lines 13–16, including the minutes of an executive session, at a reasonable time and place, but this privilege must not be abused to the annoyance of the secretary. The same principle applies to records kept by boards and committees, these being accessible to members of the boards or committees but to no others (but see p. 487, ll. 13–20)."

 

Also see this language on page 487, referred to in the passage just quoted:

 

"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."

[Guest harper]

 

"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."

 

 

 

I would add that access also depends on the bylaws and traditions. My organization, throughout most of its history, has allowed one class of non-board members to be given access to board records including minutes. We recently expanded access by way of a bylaws amendment to all classes of members. In fact, we have occasionally posted board meeting minutes on the organization's website.

[Richard Brown]

I would add that access also depends on the bylaws and traditions. My organization, throughout most of its history, has allowed one class of non-board members to be given access to board records including minutes. We recently expanded access by way of a bylaws amendment to all classes of members. In fact, we have occasionally posted board meeting minutes on the organization's website.

Guest Harper, I am assuming you are referring to a different organization and not the one the original poster, Guest Augustine is asking about.

 

Of course, bylaws (and special rules of order) trump RONR.  There is no argument on that point.

 

But, tradition... or custom.... is a different matter.  RONR is clear that if a point of order is raised that a particular custom conflicts with a written rule, whether in the bylaws, special rules of order or the parliamentary authority (RONR), the custom must fall to the ground.  However, the society is free to adopt a motion or special rule of order or a bylaw amendment to "legitimize" the custom and thereby enable it to continue and to be formally permitted (or required). 

 

The fact that RONR says that only members of the board, for example, are permitted access to the board's minutes does not preclude the board from voluntarily permitting, by way of a motion, anybody and everybody it wants to to see the minutes and even to publish them in the New York Times. 

 

The provision I quoted from RONR makes plain that permission can be granted to others to see the minutes.

 

Edited to add:  This what RONR says about custom on page 19:

"Custom:

In some organizations, a particular practice may sometimes come to be followed as a matter of established custom so that it is treated practically as if it were prescribed by a rule. If there is no contrary provision in the parliamentary authority or written rules of the organization, the established custom should be adhered to unless the assembly, by a majority vote, agrees in a particular instance to do otherwise. However, if a customary practice is or becomes in conflict with the parliamentary authority or any written rule, and a Point of Order (23) citing the conflict is raised at any time, the custom falls to the ground, and the conflicting provision in the parliamentary authority or written rule must thereafter be complied with. If it is then desired to follow the former practice, a special rule of order (or, in appropriate circumstances, a standing rule or a bylaw provision) can be added or amended to incorporate it."

[Guest harper]

Guest Harper, I am assuming you are referring to a different organization and not the one the original poster, Guest Augustine is asking about.

 

Of course, bylaws (and special rules of order) trump RONR.  There is no argument on that point.

 

But, tradition... or custom.... is a different matter.  RONR is clear that if a point of order is raised that a particular custom conflicts with a written rule, whether in the bylaws, special rules of order or the parliamentary authority (RONR), the custom must fall to the ground.  However, the society is free to adopt a motion or special rule of order or a bylaw amendment to "legitimize" the custom and thereby enable it to continue and to be formally permitted (or required). 

 

The fact that RONR says that only members of the board, for example, are permitted access to the board's minutes does not preclude the board from voluntarily permitting, by way of a motion, anybody and everybody it wants to to see the minutes and even to publish them in the New York Times. 

 

The provision I quoted from RONR makes plain that permission can be granted to others to see the minutes.

 

Edited to add:  This what RONR says about custom on page 19:

"Custom:

In some organizations, a particular practice may sometimes come to be followed as a matter of established custom so that it is treated practically as if it were prescribed by a rule. If there is no contrary provision in the parliamentary authority or written rules of the organization, the established custom should be adhered to unless the assembly, by a majority vote, agrees in a particular instance to do otherwise. However, if a customary practice is or becomes in conflict with the parliamentary authority or any written rule, and a Point of Order (23) citing the conflict is raised at any time, the custom falls to the ground, and the conflicting provision in the parliamentary authority or written rule must thereafter be complied with. If it is then desired to follow the former practice, a special rule of order (or, in appropriate circumstances, a standing rule or a bylaw provision) can be added or amended to incorporate it."

 

 

 

Dear Mr. Brown,

 

I saw the subject and your name; decided to take a look. We had a similar debate about minutes. I wrote the bylaw expanding access and it passed overwhelmingly (perhaps in spite of me). I truly enjoy visiting this forum. Everyone behaves like a gentleman or gentlelady unlike my basketball 'fan' forum where I shall go forthwith with my Sunday morning coffee. I tried to reach the moderator to provide contact details and, alas, couldn't figure it out. I will try again later.

 

Thank you again.