Open Forum

[Okada]

Our HOA Open Board Meetings include Open Forum which is required by law. Does Robert's Rules state if minutes are required for Open Forum?  

[Chris Harrison]

If only RONR applies then if the Open Forum took place during the Board meeting the minutes would reflect what was done there too (so probably all they would say is there was an Open Forum with no further details).  However, you said that the law requires an Open Forum so it may also require more detail in the minutes than RONR does so you should check.

[Richard Brown]

I agree completely with the response by Chris Harrison and would add only that your board has the ultimate authority to decide what goes in its minutes and may decide to include additional detail as to what transpires during the Open Forum.

[Josh Martin]

2 hours ago, Okada said:

Our HOA Open Board Meetings include Open Forum which is required by law. Does Robert's Rules state if minutes are required for Open Forum?  

Minutes are required for all parts of a meeting, but the minutes are a record of what was done, not what was said, at least so far as RONR is concerned. So it may be that nothing occurs during open forum which is to be recorded in the minutes.

[Okada]

Hi Josh,

I understand what you are saying but often times items of business are recorded even if no "action" has taken place. So only things that take action are recorded in the minutes?

Thanks, for your response.

Patsy

[Okada]

Hi Richard Brown,

California requires HOA's to have Open Forum in the Open Board Meetings:  Open Forum is required by Civil Code §4925. That means Open Forum is a required proceeding during the Open Board Meeting. California Corp. Code 8320 requires minutes of proceedings.  Does this make sense?

I really appreciate your response and help.

Patsy

[Josh Martin]

17 minutes ago, Okada said:

I understand what you are saying but often times items of business are recorded even if no "action" has taken place. So only things that take action are recorded in the minutes?

Yes, but let’s make sure we are clear what is meant by “action” in this context. Specifically, I am referring to action in a parliamentary sense. If a main motion is made, that is recorded in the minutes. If members just talk about something without any motion being made (which generally should not be done), there is nothing to record. I could perhaps provide more guidance if you could clarify what exactly you mean when you say “often times items of business are recorded even if no ‘action’ has taken place.”

11 minutes ago, Okada said:

California requires HOA's to have Open Forum in the Open Board Meetings:  Open Forum is required by Civil Code §4925. That means Open Forum is a required proceeding during the Open Board Meeting. California Corp. Code 8320 requires minutes of proceedings.  Does this make sense?

RONR also requires minutes, so these facts, in and of themselves, do not change anything. It may well be, however, that some other provision of the corporate code you refer to requires more detailed information in the minutes than RONR. If so, those rules take precedence, but any questions regarding what the California corporate code requires is beyond the scope of RONR and this forum.

[Richard Brown]

Okada, as I believe we have all said, it if the "Open Forum" is a required part of your business, then the fact that it took place should probably be  noted in the business.  Per RONR, no additional detail is necessary unless business was conducted in that part of the meeting, as RONR provides that the minutes should not attempt to summarize discussion. 

The content of minutes is discussed in RONR on pages 468-476, but I believe the key provision as far as this "open forum" goes is the following opening paragraph on page 468:

The official record of the proceedings of a deliberative assembly is usually called the minutes, or sometimes—particularly in legislative bodies—the journal. In an ordinary society, the minutes should contain mainly a record of what was done at the meeting, not what was said by the members. The minutes should never reflect the secretary's opinion, favorable or otherwise, on anything said or done.

The remainder of the section goes into detail on various aspects of the minutes and the procedures for approving and correcting them.   Each society, however, has the right (within the limits of the law) to determine the exact content of its minutes.  You may include more or less than that which is prescribed by RONR.

Edited to add:  You might find the response to FAQ #15 on the main website helpful:  http://www.robertsrules.com/faq.html#15

Edited November 13, 2018 at 05:19 PM by Richard Brown
Typographical correction as indicated in the first sentence and added last paragraph

[Okada]

Hi Josh Martin,

You've helped me think this out.  Laws  supersede our  HOA governing documents.  Robert's Rules is in our rules and regulations but I believe laws supersedes Roberts Rules.  Many of the HOA associations include Open Forum minutes but some don't.  

Thanks again for your help.

Patsy

[Okada]

Hi Richard Brown,

Many HOA associations include minutes for Open Forum and some don't.  Roberts Rules is in our rules and regulations but laws supersede rules and regulations.  Thank you so much for your help, very informative.

Patsy

[Atul Kapur]

Laws supersede your governing documents. Your governing documents supersede Robert's Rules (more properly stated, RONR). 

RONR would have you include in your minutes that an Open Forum occurred (which also serves to indicate that you followed the law by having one). RONR would not have you include in the minutes any of the discussion that occurred in the Open Forum unless there was some "business" that arose from the discussion (for example, if the discussion sparked someone to give notice that they would make a motion at the next meeting and that motion required notice, then the minutes should record the notice that was given).

The law may require more to be included in the minutes (this forum does not give legal advice). Or your governing documents or policies may dictate that. Those would supersede RONR.

Edited November 13, 2018 at 06:44 PM by Atul Kapur
added last paragraph

[Joshua Katz]

24 minutes ago, Atul Kapur said:

Laws supersede your governing documents. Your governing documents supersede Robert's Rules (more properly stated, RONR). 

 

Well, in terms of parliamentary procedure, applicable procedural laws supersede. It's still a bad idea to violate substantive laws, though.

[Okada]

Please, I hope I didn't give the impression of wanting legal advice.  I just wanted information about Open Forum minutes according to Robert's Rules.  This is the hierarchy of governing documents according to California Home Owners Associations (HOA's):

1. Law (unless the particular statute defers to governing documents)
2.  CC&Rs
3.  Articles of Incorporation
4.  Bylaws
5.  Rules & Regulations (Robert's Rules followed at my HOA)

Like I said some associations have Open Forum minutes and some even identify the person by name.  

Thank you all for your most informative information on my question.

Patsy

[Richard Brown]

Okata, I think you may be misinterpreting what we are saying or your are reading too much into your state law which requires that you have an "open forum" (or an opportunity for regular members to make comments or have a discussion).  There is no contradiction between RONR and your requirement of having an open forum.  No one on here has suggested that RONR has a higher standing than state law.  That is so fundamental that we all know quite well what the ranking order of authorities is. 

RONR does not suddenly become irrelevant in the face of a state law requiring  a particular procedure.  It remains fully applicable except to the extent that a superior rule (such as a statute) contravenes it.  In this case, all your state law does is specify that your meetings must have what you call an "open forum" for guests to make comments.  That is nothing unusual. I doubt that it goes into detail as to exactly how that "open forum" is to be conducted or as to exactly what shall be in the minutes from that portion of the meeting.  RONR still applies to the conduct of the open forum portion of the meeting except in whatever respects your state law might micro-manage the procedure.

Unless your state law requires that the minutes include the actual  text or a summary of comments, RONR says simply that comments do not belong in the minutes.  It doesn't matter what part of a meeting the comments occur in.  Comments include debate on a motion.  Comments simply  do not belong in the minutes unless you have a superior rule (either in your own rules or in state law) that require it.  I'm not aware of any state law that requires the comments of guests to be included in the minutes. 

Allowing guests (non  members are treated as guests) to make comments does not mean those comments must be in the minutes.  Your organization may decide to include the comments or summaries of them, but nothing in RONR requires it and I doubt very seriously that your state law does.  One reason for not including comments or a summary of comments is that the more the secretary puts in the minutes in the way of comments the more controversial the minutes become because when the minutes are up for approval people will almost invariably say,  "No, that's not exactly what I said" or "That's not what I meant".  When comments are not included, none of that occurs.

The "open forum" portion of your meeting is no different from any other portion of the meeting as far as the minutes are concerned:  Reports of officers, reports of committees, general orders, unfinished business, new business, "good of the order" business, etc.  "Public forum" is just another part of the meeting. 

What makes you think that comments made during the open forum belong in the minutes when no other comments do?

Have you read Section 48 of RONR on pages 468-480 regarding Minutes and Reports of Officers?  If not, I suggest you do so.  I think it will help you understand what should and should not normally be in the minutes. And, again, your organization has the ultimate authority to determine exactly what should  be in its minutes.  You may include more or less than RONR recommends.

What am I missing?  Why do you keep telling us that state law requires an open forum segment in your meetings?  WE ALL KNOW THAT.  WE UNDERSTAND THAT.  We are not discussing whether you should have that segment in your meetings, but simply whether the comments of guests and members belong in the minutes.  THEY DO NOT unless there is a superior rule....state law, a bylaw, a special rule of order or whatever.... that says the comments made during that portion of the meeting shall be in the minutes.  I bet there is no such rule and I bet that if you start including comments you are going to find yourself in the sorts of "he said, she said, no I didn't say that" kinds of disputes that I mentioned above when it's time to approve the minutes.

Ultimately it is up to your organization to determine what it will put in its own minutes.   We have told you what RONR says.

Edited to add:  Okada (Patsy?), I just re-read your last post and this post and I want to apologize for my harsh tone in this post.   I responded a bit too strongly. 

Edited November 13, 2018 at 08:42 PM by Richard Brown
Added last paragraph

[Gary Novosielski]

On 11/13/2018 at 11:34 AM, Okada said:

Hi Josh,

I understand what you are saying but often times items of business are recorded even if no "action" has taken place. So only things that take action are recorded in the minutes?

Thanks, for your response.

Patsy

"Action" might include referring to a committee, postponing to the next meeting, or voting down a motion. Any actual decision that the assembly makes counts as "action".  Motions don't simply die without any action at all.  And if the meeting was adjourned while a motion was still pending, it will come up next time under Unfinished Business. 

If no motion was ever made, no "item of business" actually occurred, so it's unlikely any decisions could have properly been made.  While it's not very common, it's not unheard of for motions to be made during the Open Forum portion of a meeting, so it's possible that there would be action to record. 

Additionally, the Open Forum can be used by members to give previous notice of intent to move something at the next meeting, either because notice is required, or because it lowers the vote threshold for adoption.  Such notices are also recorded in the minutes. 

Edited November 16, 2018 at 12:05 AM by Gary Novosielski