Guest Kelly Posted March 3, 2018 at 01:34 AM Report Share Posted March 3, 2018 at 01:34 AM I serve on the board of a 501(c)(7) organization. The organization holds monthly board and general membership meetings at which minutes are taken. Our current president recently instituted a rule that causes me some concern. The new rule requires that all draft meeting minutes must be reviewed and approved by the current president before they are published in our monthly newsletter. The president receives the drafts from the club secretary, makes any substantive or stylistic changes she deems necessary, and then forwards the minutes directly to the newsletter editor for publication with the secretary’s and the president’s signatures. No one other than the president knows what changes have been made. The newsletter editor has been prohibited by the president from publishing any draft minutes that the president has not personally approved. Our club’s practice has been that the secretary drafts the minutes and submits them to the newsletter editor for publication. The draft minutes are brought up at the next meeting. At that time, any member of the appropriate group (board or voting member) may move to amend the minutes before they are approved or the minutes may be approved as published. Draft minutes have (at least as far back as 2000) been taken by the club secretary, submitted in draft form directly to the newsletter editor, and published in the club newsletter, which is shared with all members before the minutes are reviewed and approved at the next meeting. Our club’s bylaws state, in relevant part: “Officers. The Club’s officers, consisting of the President, Vice President, Secretary, and Treasurer shall serve in their respective capacities both in regard to the Club and its meetings and the Board and its meetings. a. The President shall preside at all meetings of the Club and of the Board and shall have all duties and powers normally appurtenant to the office of President in addition to those particularly specified in these bylaws. The President may appoint, subject to the approval of the Board . . . and all Committee Chairpersons. The President shall not serve in any appointed office and shall be an ex officio member of all committees. * * * c. The Secretary shall keep a record of all meetings of the Club and of the Board and of all matters of which a record shall be ordered by the Club. He/she shall have charge of the correspondence, notify members of special meetings, notify new members of their approval for membership, notify officers and directors of their election to office, keep a current roll of the members of the Club with addresses and telephone numbers, and carry out such other duties as are prescribed in these bylaws.” With regard to parliamentary authority, the bylaws state: “Order of Business and Parliamentary Authority: The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special Rules of Order the Club may adopt.” I would like your advice on whether the rule as instituted by our club president would be a violation of Robert’s Rules. Thank you in advance. Quote Link to comment Share on other sites More sharing options...
jstackpo Posted March 3, 2018 at 01:47 AM Report Share Posted March 3, 2018 at 01:47 AM Yes - the president's unilateral action is completely improper. Ask her on what authority she, in your terms, "instituted" the rule. Your earlier practice was fine, although a purist might object to publishing the unapproved minutes in your newsletter (unless it was very carefully restricted to your members). Quote Link to comment Share on other sites More sharing options...
Guest Who's Coming to Dinner Posted March 3, 2018 at 03:12 AM Report Share Posted March 3, 2018 at 03:12 AM The President has no administrative authority except what may be conferred in the bylaws or by act of the members. The Secretary does not "work for" the President and should be ignoring rules that the President invents without authority to do so. Quote Link to comment Share on other sites More sharing options...
Joshua Katz Posted March 3, 2018 at 03:58 AM Report Share Posted March 3, 2018 at 03:58 AM 2 hours ago, jstackpo said: Yes - the president's unilateral action is completely improper. Ask her on what authority she, in your terms, "instituted" the rule. Your earlier practice was fine, although a purist might object to publishing the unapproved minutes in your newsletter (unless it was very carefully restricted to your members). Well, I may or may not be a purist, but I'd object to publishing the unapproved minutes, particularly if it's not made clear to the membership that they are unapproved minutes. What's more, though, given that all that's being published is notes, not something adopted by the body, I don't see why it's automatically improper to publish the secretary's notes instead of the secretary's notes with the president's annotations. Neither are minutes, so what's the difference? Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted March 3, 2018 at 04:43 PM Report Share Posted March 3, 2018 at 04:43 PM I agree with my colleagues that the president has no business creating a rule as to how the approval and or publication of the minutes is to take place. That is beyond the scope of her authority. She has every right to request that the secretary submit the draft minutes to her, but she has no right to insist on it and the secretary has the right to ignore the request. Whether to publish the unapproved draft minutes in the newsletter, with or without added notes of the president, is a decision which the newsletter editor and or the organization has they right to determine for itself. Apparently the custom has been to publish the unapproved draft minutes. Whether that custom is based on an adopted motion from years past is something we don't know. I agree with Dr. Stackpole that if the minutes which are being published are unapproved draft minutes, that fact should be made very clear with each publication. Just out of curiosity, what, if anything, do your bylaws or other rules say about the minutes being published in the newsletter? Quote Link to comment Share on other sites More sharing options...
Guest Kelly Posted March 3, 2018 at 09:42 PM Report Share Posted March 3, 2018 at 09:42 PM 4 hours ago, Richard Brown said: Just out of curiosity, what, if anything, do your bylaws or other rules say about the minutes being published in the newsletter? There is no mention in the bylaws about publishing the minutes in the newsletter. In fact, they do not address how the draft minutes should be circulated before approval. Since the practice of publication began before 2000, I assume that the board approved publication sometime before then. Unfortunately, I cannot confirm. Quote Link to comment Share on other sites More sharing options...
jstackpo Posted March 3, 2018 at 10:32 PM Report Share Posted March 3, 2018 at 10:32 PM If things get confrontational (between the Secretary and the President) you (or anybody) could draw up what would be a "Standing Rule" stating just how the minutes should be dealt with. Then present it to a meeting for consideration. If adopted, the president would have absolutely no grounds for interposing him/herself in the process (presuming, of course, that there was no presidential review specified in the Standing Rule). Formalizing the process in a motion agreed to by the membership eliminates (or at least reduces, one can only hope) future arbitrary actions. Quote Link to comment Share on other sites More sharing options...
Guest Kelly Posted March 4, 2018 at 12:29 AM Report Share Posted March 4, 2018 at 12:29 AM Thank you all. This has been very helpful. Quote Link to comment Share on other sites More sharing options...
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