Meeting Minutes approval

[Janelle Kulak]

Hello all, 

I just want to be clear on something, if past meeting minutes of a previous council are not able to be approved due to the current council members not having been in attendance at the meeting for those minutes in question, is it appropriate to still make those minutes available to the public as a "draft" and perhaps a disclaimer indicating for example that "these minutes are not approved"? Please advise. Thank you. 

[Josh Martin]

39 minutes ago, Janelle Kulak said:

I just want to be clear on something, if past meeting minutes of a previous council are not able to be approved due to the current council members not having been in attendance at the meeting for those minutes in question, is it appropriate to still make those minutes available to the public as a "draft" and perhaps a disclaimer indicating for example that "these minutes are not approved"?

The premise of this question is flawed. The past minutes of the previous council can be approved, notwithstanding the fact that the current council members were not in attendance.

For future reference, what RONR advises for situations like this is that at the last meeting of an assembly before a periodic change in membership, the assembly should appoint a committee to approve the minutes. If this is not done, however, then the minutes will still need to be approved by the assembly itself, even if some or all of the members of the assembly change.

In any event, however, nothing in RONR prohibits making minutes which have not been approved available to the public as a "draft."

Since this appears to be a public body, it may well be that applicable law also says something on these subjects, and those rules will take precedence.

[Richard Brown]

55 minutes ago, Janelle Kulak said:

Hello all, 

I just want to be clear on something, if past meeting minutes of a previous council are not able to be approved due to the current council members not having been in attendance at the meeting for those minutes in question, is it appropriate to still make those minutes available to the public as a "draft" and perhaps a disclaimer indicating for example that "these minutes are not approved"? Please advise. Thank you. 

First, it is not necessary that the members who approve the minutes attended the previous meeting. The members who are in attendance at the meeting at which the minutes should be approved may properly approve them or offer corrections to them regardless of whether they attended the prior meeting.  (Actually, there should be no vote on approving the minutes.  If there are no corrections, or once corrections have been made, the chair should declare them approved).

Whether your organization circulates a draft of the minutes and/or the approved minutes is entirely up to your organization.  RONR has no such requirement, although it does say that if minutes are corrected, the corrected minutes should be distributed to the members.  They do not need to be made available to the public unless your rules or some superior rule or law requires is.  Which causes me to ask, is this a public body of some sort such as a city council?  If so, there are probably laws or ordinances regarding your minutes which trump  the rules in RONR.

Edited to add:  For more information on reading and approval of minutes, see sections 41:9 - 41.:12 and 48:9 - 48:15 in RONR (12th ed).

Edited February 8, 2021 at 11:21 PM by Richard Brown
Added last paragraph

[Janelle Kulak]

Thank you for the information. We have recently adopted new bylaws to which no longer require us to follow parliamentary procedure but choose to continue to do so in a general sense to assure productive and professional meetings are conducted. The minutes in questions are from before we adopted new bylaws so this is why I am assuring that the are handled to the best alignment with Robert's Rules. 

Although as you say if there are no corrections or once corrections are made, the practice of our organization has consistently been to vote to approve minutes.  I have just heard from 4 of the 7 council members, to which they all mentioned that they do not feel comfortable approving minutes for meetings that they were not a part of. It also needs to be considered that the previous council was in high conflict with each other by the end of their term and during the time the meetings for the minutes in question took place. 

Therefore, the way I had worded my question was in respect to the delicateness of the situation and the new council most likely not wanting to be held responsible for approving minutes that may not be able to be appropriately verified as the minutes in question are from a meeting that took place over 7 months ago. 

To answer your question, no not a city council. We are a regulatory body for a health profession in Canada, appointed to govern the health profession under the framework of our provincial Ministry of Health.  

After reading my additional information, in your professional opinion, because one of our regulated members is demanding the minutes be available and bases the demand on our organization having a duty to adhere to a decision made in 2016 by the council in office at the time, to make council meeting minutes available to public and members, would it be best to post the minutes in question as a draft and/or with a disclaimer of non-approval? 

[Joshua Katz]

58 minutes ago, Janelle Kulak said:

Although as you say if there are no corrections or once corrections are made, the practice of our organization has consistently been to vote to approve minutes.  I have just heard from 4 of the 7 council members, to which they all mentioned that they do not feel comfortable approving minutes for meetings that they were not a part of. It also needs to be considered that the previous council was in high conflict with each other by the end of their term and during the time the meetings for the minutes in question took place. 

 

Here is the question I would ask: what if such a vote fails to carry a majority? What does it mean to simply say "no" to the minutes? What is the effect of doing so? So far as I can tell, there are no answers to these questions, which is why such a vote simply doesn't make sense. What are you communicating when you vote no? If you weren't there, yet now act to prevent approval of the minutes, what's the basis for your objection, and why didn't you state it earlier? 

[Richard Brown]

1 hour ago, Janelle Kulak said:

the practice of our organization has consistently been to vote to approve minutes.  I have just heard from 4 of the 7 council members, to which they all mentioned that they do not feel comfortable approving minutes for meetings that they were not a part of. It also needs to be considered that the previous council was in high conflict with each other by the end of their term and during the time the meetings for the minutes in question took place. 

Therefore, the way I had worded my question was in respect to the delicateness of the situation and the new council most likely not wanting to be held responsible for approving minutes that may not be able to be appropriately verified as the minutes in question are from a meeting that took place over 7 months ago. 

In my opinion (and according to RONR) there does not need to be and actually should not be a motion to approve the minutes of that meeting.  The chair should simply announce that "the next item is the approval of the minutes of the meeting of _____ date.  Are there any corrections to the minutes?"  If no one offers any actual corrections, the chair should say, "There being no corrections, the minutes are approved as read (or as submitted)".  That's it.  No vote is taken on approving the minutes.  Now, if members do offer corrections, they are handled just as they would in any other meeting:  The suggested corrections are usually adopted by general consent, but if there is an objection, then a majority vote settles the issue.  Once there are no more corrections, the chair announces "There being no further corrections, the minutes as corrected are approved".  Again, there is no vote on approving the minutes.

1 hour ago, Janelle Kulak said:

because one of our regulated members is demanding the minutes be available and bases the demand on our organization having a duty to adhere to a decision made in 2016 by the council in office at the time, to make council meeting minutes available to public and members, would it be best to post the minutes in question as a draft and/or with a disclaimer of non-approval? 

This is a judgment call and I cannot answer that question for you.  In my opinion, it is best to get the minutes approved in the manner RONR directs so that you have approved minutes to post or distribute. 

[Weldon Merritt]

2 hours ago, Janelle Kulak said:

We have recently adopted new bylaws to which no longer require us to follow parliamentary procedure but choose to continue to do so in a general sense to assure productive and professional meetings are conducted.

What do you mean that your bylaws "no longer require [you] to follow parliamentary procedure"? I seriously doubt that your bylaws say anything like, "this organization is not required to follow parliamentary procedure." 

If you simply mean that your bylaws no longer specify a parliamentary authority, that certainly does not mean that you are not required to follow parliamentary procedure.  "A deliberative assembly that has not adopted any rules is commonly understood to hold itself bound by the rules and customs of the general parliamentary law—or common parliamentary law ...—to the extent that there is agreement in the meeting body as to what these rules and practices are." RONR (12th ed.) 1:5.