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Janelle Kulak

Naming the motionor and seconder

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Due to Covid 19, our AGM was held via Zoom this year. Because we are new to using Zoom and had difficulty seeing who raised their hands, who it was that made the motion or seconded, we were not able to document their names. (We did record the meeting on a laptop but for confidentiality purposes, we could display the participant box, as the video records the whole screen). Are the motions still valid if we cannot specifically name the person? Is it satisfactory to say "A member made a motion to approve the agenda. Another member seconded.....". There is no way for us to go back and try to get that information. Also our AGM was over 3 weeks ago, so memories cannot be trusted. Please advise. Thank you. 

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Unless there is a rule of your organization to the contrary, RONR states, "The name of the maker of a main motion should be entered in the minutes, but the name of the seconder should not be entered unless ordered by the assembly." (470). 

I will let the more experienced members of the forum answer what should be done in this specific scenario; although, I believe, as it is not possible to go back in time and this does not seem to fit the characteristics of a scenario (to my knowledge) that would void the motion itself, it therefore should remain in force. 

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I agree with Mr. Pappano that there is nothing in the facts regarding the minutes which would cause any of the adopted motions be ruled invalid.  I'm more concerned about the meeting's validity.  Do your bylaws authorize electronic meetings?

 

 

Edited by George Mervosh

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Thank you both Mr. Pappano and Mr. Mervosh. Our bylaws state: "The College shall hold an Annual General Meeting of its Registered Members once during each calendar year at such time and place as Council may determine." Our council had decided back in late May to hold this years AGM via ZOOM due to Covid -19 restrictions on public gatherings. Also, this year was an election year for a new term of council and after a mail in vote, it was important to announce the election results during this year's AGM. 

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1 hour ago, Janelle Kulak said:

Due to Covid 19, our AGM was held via Zoom this year. Because we are new to using Zoom and had difficulty seeing who raised their hands, who it was that made the motion or seconded, we were not able to document their names. (We did record the meeting on a laptop but for confidentiality purposes, we could display the participant box, as the video records the whole screen). Are the motions still valid if we cannot specifically name the person? Is it satisfactory to say "A member made a motion to approve the agenda. Another member seconded.....". There is no way for us to go back and try to get that information. Also our AGM was over 3 weeks ago, so memories cannot be trusted. Please advise. Thank you. 

I concur with Mr. Mervosh that these questions are the least of the assembly's problems, but yes, motions are still valid if the motion maker cannot be identified. In such an instance, the minutes could simply say, for instance, "The motion to approve the agenda was adopted."

18 minutes ago, Janelle Kulak said:

Thank you both Mr. Pappano and Mr. Mervosh. Our bylaws state: "The College shall hold an Annual General Meeting of its Registered Members once during each calendar year at such time and place as Council may determine." Our council had decided back in late May to hold this years AGM via ZOOM due to Covid -19 restrictions on public gatherings. Also, this year was an election year for a new term of council and after a mail in vote, it was important to announce the election results during this year's AGM. 

So far as RONR is concerned, electronic meetings cannot be held unless such meetings are authorized in the bylaws. The sentence you have quoted does not mention electronic meetings.

"Except as authorized in the bylaws, the business of an organization or board can be validly transacted only at a regular or properly called meeting—that is, as defined on pages 81–82, a single official gathering in one room or area—of the assembly of its members at which a quorum is present." (RONR, 11th ed., pg. 97) 

The only other caveat I would add is that it is possible applicable law or some sort of emergency order may exist in your province on this matter.

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Thank you Mr. Martin, 

No, our bylaws do not state any particulars about electronic meetings but we did have conversation with the government board that we deal with inquiring about conducting an online meeting this year because of Covid restrictions, for our AGM and they had no objections. Basically, this pandemic has caused many regular operations to require special considerations. Our members also had no objections to an online meeting and we actually had the largest number of attendees thus far. I was more worried about someone complaining that the motions would be considered invalid. Thank you all again for your input. Greatly appreciated!

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