Motions in closed session

[Guest Anna]

When the board members go into closed session for discussion, can a motion be made in closed session or does the board have to come out of closed session to make the motion.  At a previous training, it was stated that motions can not be made in closed session.

[Richard Brown]

By "closed session" I assume you mean "executive session".   Nothing in RONR prohibits votes from being taken in executive session.  Any such prohibition would have to be in your own bylaws or in some state law that you are subject to.   That would normally be a public body of some sort, such as a city council or public school board.

Note: An executive session and a "closed session" are not necessarily the same thing.  An executive session is essentially a secret session in which non members are not permitted unless invited and the members and all others in attendance are bound to keep what transpired in the meeting confidential.   RONR does not define a "closed session" or a "closed meeting", but it is often considered to be a meeting which is closed to non-members but is not subject to the secrecy provisions of an executive session.  It is best not to use the terms interchangeably.  If what you want is an executive session, that is what you should call it.  If you have a meeting that you call a "closed session", since RONR doesn't define it or contain rules for such a meeting, it is up to your organization to decide what it means.

Edited to add:  The following is what RONR says about executive sessions on pages 95-96.  Note that the last paragraph refers to action taken during an executive session, indicating that votes are indeed permitted unless prohibited by some other rule or law:

Executive Session
An executive session in general parliamentary usage has come to mean any meeting of a deliberative assembly, or a portion of a meeting, at which the proceedings are secret. This term originally referred to the consideration of executive business—that is, presidential nominations to appointive offices, and treaties—behind closed doors in the United States Senate. The practice of organizations operating under the lodge system is equivalent to holding all regular meetings in executive session. In any society, certain matters relating to discipline (61, 63), such as trials, must be handled only in executive session. A meeting enters into executive session only when required by rule or established custom, or upon the adoption of a motion to do so. A motion to go into executive session is a question of privilege (19), and therefore is adopted by a majority vote.

Whenever a meeting is being held in executive session, only members of the body that is meeting, special invitees, and such employees or staff members as the body or its rules may determine to be necessary are allowed to remain in the hall. Thus, in the case of a board or committee meeting being [page 96] held in executive session, all persons—whether or not they are members of the organization—who are not members of the board or committee (and who are not otherwise specifically invited or entitled to attend) are excluded from the meeting.

A member of a society can be punished under disciplinary procedure if he violates the secrecy of an executive session. Anyone else permitted to be present is honor-bound not to divulge anything that occurred. The minutes, or record of proceedings, of an executive session must be read and acted upon only in executive session, unless that which would be reported in the minutes—that is, the action taken, as distinct from that which was said in debate—was not secret, or secrecy has been lifted by the assembly. When the minutes of an executive session must be considered for approval at an executive session held solely for that purpose, the brief minutes of the latter meeting are, or are assumed to be, approved by that meeting.

Edited November 8, 2018 at 11:31 PM by Richard Brown
Added quote from RONR re executive session

[Gary Novosielski]

1 hour ago, Guest Anna said:

When the board members go into closed session for discussion, can a motion be made in closed session or does the board have to come out of closed session to make the motion.  At a previous training, it was stated that motions can not be made in closed session.

If the rules in RONR apply, there is no such restriction.

However the fact that you attended training that described a different rule suggests that your board is a public body subject to so-called "Sunshine Laws".  If that's the case, your state statutes may provide that you can only go into closed executive session for certain specified reasons and may not take votes in executive session except in some specified cases.

And if that's the case, procedural rules in state law take precedence over the rules in RONR.

[Guest Pat Slutske]

In our organization, there seems to be an assumption that Board Meetings are open to any member of the organization.  So they simply walk in and sit down.  It is not clear when and how this began.  There is, however, the feeling that, to protect the privacy of open discussion, these meetings should be closed, with results made public.  Our by-laws are silent on this matter, and I have not been able to find specific language in RONR that provides guidance.  Does the fact that this has been tolerated in the past set precedent for the future?

[Joshua Katz]

No, the fact that people have been permitted to attend in the past does not mean they can in the future, if the board asserts itself and says no. It would appear there is a custom of permitting attendance, but a motion may override that custom (standing rules are higher ranked than custom). It does mean, though, that it will be something of a fight, and that the membership assembly may, if the bylaws permit it (they probably do) push back against such an action. But that's a political problem, not a rules problem.