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Our Bylaws state the President can choose a pro tem secretary. However, the Bylaws do not clarify the actual duties. From what I gather reading RR, the pro tem secretary merely takes minutes of the meetings. Due to a lengthy replacement / election process, it could be 5 months before filling the position. The secretary duties cannot wait. The Bylaws do not address four of the questions below:

  1. Can the pro tem secretary fulfill all of the duties of the official secretary if agreed to by the Board?
  2. Can the pro tem secretary attend the Executive Session that is secret if agreed to by the Board?
  3. Our Bylaws state guests at a board meeting can participate in discussions for the first hour of the meeting or as deemed appropriate by the board. Can the pro tem secretary participate in the board discussions after the first hour if agreed to by the board? (This may sound obvious, but I need to confirm.)
  4. Can a pro tem secretary vote on board matters if agreed to by the Board? 
  5. Can a pro tem secretary be counted for a quorum if agreed to by the Board?

I have clicked on "Notify me of replies" this time! Many thanks.

Edited by Gene1948
Remembered other questions

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The first question is if we are talking about meetings of the Board or of the General Membership?  If it is a meeting of the General Membership then the agreement of the Board is irrelevant unless the Bylaws grant the Board the authority to make those sort of decisions.  Ultimately this may be a matter of Bylaw interpretation but if we are going strictly by what RONR says about Pro Tems:

1) RONR doesn't really go into much detail regarding Secretary Pro Tems but if we go by what RONR says about Chair Pro Tems I'd say the answer depends on what exact duties we are talking about.  The best way for me to put it is the only duties a Pro Tem is authorized to perform are the core duties (the Chair presides and the Secretary takes the minutes).  Administrative duties don't automatically transfer to the Pro Tem.  That being said the Board may or may not be able to delegate some or all of the Administrative duties to whoever is selected to be the Secretary Pro Tem.

2) Yes.

3) Yes.

4) Only members of the body which is meeting have a right to vote.  So the question is if this person would have the right to vote if he or she hadn't been named the Secretary Pro Tem?

5) Roughly the same question as before.  Would the person have counted towards a quorum if he or she hadn't been named Secretary Pro Tem?

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1 hour ago, Gene1948 said:

1. Can the pro tem secretary fulfill all of the duties of the official secretary if agreed to by the Board?

In this instance, I think so. RONR permits an organization to appoint a Secretary Pro Tempore for a longer period than a single meeting if notice is provided. RONR does not explicitly limit a Secretary Pro Tempore to taking minutes. As such, I believe a Secretary Pro Tempore (especially one appointed for a period longer than one meeting) could perform any of the duties of the Secretary discussed in RONR, 11th ed., pgs. 458-460. Since we are told the bylaws do not assign any duties to the Secretary, there is no problem there. If any duties are assigned to the Secretary by custom, those can certainly be reassigned.

11 minutes ago, Chris Harrison said:

1) RONR doesn't really go into much detail regarding Secretary Pro Tems but if we go by what RONR says about Chair Pro Tems I'd say the answer depends on what exact duties we are talking about.  The best way for me to put it is the only duties a Pro Tem is authorized to perform are the core duties (the Chair presides and the Secretary takes the minutes).  Administrative duties don't automatically transfer to the Pro Tem.  That being said the Board may or may not be able to delegate some or all of the Administrative duties to whoever is selected to be the Secretary Pro Tem.

By “administrative duties” are you referring to other duties assigned by the organization’s rules or to other duties assigned by RONR?

1 hour ago, Gene1948 said:

2. Can the pro tem secretary attend the Executive Session that is secret if agreed to by the Board?

Yes.

1 hour ago, Gene1948 said:

3. Our Bylaws state guests at a board meeting can participate in discussions for the first hour of the meeting or as deemed appropriate by the board. Can the pro tem secretary participate in the board discussions after the first hour if agreed to by the board? (This may sound obvious, but I need to confirm.)

Yes.

1 hour ago, Gene1948 said:

4. Can a pro tem secretary vote on board matters if agreed to by the Board? 

No. (Assuming this person is not a voting member of the board for some other reason.)

1 hour ago, Gene1948 said:

5. Can a pro tem secretary be counted for a quorum if agreed to by the Board?

No. (Assuming this person is not a voting member of the board for some other reason.)

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10 minutes ago, Josh Martin said:

By “administrative duties” are you referring to other duties assigned by the organization’s rules or to other duties assigned by RONR?

Yes.  In my opinion the only duty that would actually transfer over would be the taking of minutes.  However, in the case of needing a long-term Secretary Pro Tem most if not all of the duties assigned by RONR would as a matter of course be delegated to either the person selected to be Secretary Pro Tem or someone else.

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3 hours ago, Chris Harrison said:

The first question is if we are talking about meetings of the Board or of the General Membership?  If it is a meeting of the General Membership then the agreement of the Board is irrelevant unless the Bylaws grant the Board the authority to make those sort of decisions.  Ultimately this may be a matter of Bylaw interpretation but if we are going strictly by what RONR says about Pro Tems:

1) RONR doesn't really go into much detail regarding Secretary Pro Tems but if we go by what RONR says about Chair Pro Tems I'd say the answer depends on what exact duties we are talking about.  The best way for me to put it is the only duties a Pro Tem is authorized to perform are the core duties (the Chair presides and the Secretary takes the minutes).  Administrative duties don't automatically transfer to the Pro Tem.  That being said the Board may or may not be able to delegate some or all of the Administrative duties to whoever is selected to be the Secretary Pro Tem.

2) Yes.

3) Yes.

4) Only members of the body which is meeting have a right to vote.  So the question is if this person would have the right to vote if he or she hadn't been named the Secretary Pro Tem?

5) Roughly the same question as before.  Would the person have counted towards a quorum if he or she hadn't been named Secretary Pro Tem?

The pro tem would take minutes of both the Board and General Membership. The Bylaws state the president chooses any member to act as secretary for that meeting. The president chose a member to act as long term pro tem secretary. 

The duties of the official secretary are varied... correspondence, agendas for meetings, collection of and distribution of documents, record keeping.

When you say "the Board may or may not be able to delegate some or all of the duties..." what qualifies as "may or may not" ?

 

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2 hours ago, Josh Martin said:

By “administrative duties” are you referring to other duties assigned by the organization’s rules or to other duties assigned by RONR?

"Administrative duties" that the official secretary completes. The Bylaws are brief. Basically minutes and maintenance of records, and "other duties as requested by the BOD." The list of "other duties" has grown over the years into perhaps 20 - 25 duties.

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25 minutes ago, Gene1948 said:

"Administrative duties" that the official secretary completes. The Bylaws are brief. Basically minutes and maintenance of records, and "other duties as requested by the BOD." The list of "other duties" has grown over the years into perhaps 20 - 25 duties.

I see no issue with assigning these duties to the Secretary Pro Tempore.

Edited by Josh Martin

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Guest Zev
6 hours ago, Gene1948 said:

Our Bylaws state the President can choose a pro tem secretary.

Part of the problem resides in the use of the term "pro tem." Let us suppose for a second that the person in question was replacing the activities director. Would anyone here state that the activities director pro tem was barred from conducting tournaments, excursions, or other social activities? Or, if the person was replacing the treasurer, would anyone here state that a treasurer pro tem could not sign the checks with the president and as result bring the finances of the organization to a standstill? Therefore, I say let us stop this silliness and recognize that "pro tem" is only a title and nothing else, and that the person so appointed has all the duties and privileges of the office until such time as the bylaws say that this is not the case. 

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41 minutes ago, Guest Zev said:

I say let us stop this silliness and recognize that "pro tem" is only a title and nothing else, and that the person so appointed has all the duties and privileges of the office until such time as the bylaws say that this is not the case. 

I would say that it depends on exactly what those duties and privileges are. For example, a pro tem secretary certainly would not have the privilge of voting, if that was one of the secretary's privileges, unless the pro tem secretary is a member of the body that is meeting. (And in that case, he or she would be voting in whatever other capacity he or she holds, and not as secretary pro tem.)

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