Minutes presented to a Board from a Committee of the Board

[Guest Jill]

Someone notified me that a change has been made to Robert's Rules regarding minutes from a board committee.  We have always "approved" minutes from a committee meeting.  Now I am told I need a "motion to accept" instead of approval.  Is this correct?  Thanks.

[Bruce Lages]

No. RONR refers to the reading and approval of the minutes (in 41:9, among other places). But there is no need for a motion to approve the minutes. The chair should ask for corrections to the minutes, which are typically handled by unanimous consent or a majority vote if necessary, and simply declare the minutes approved when no further corrections are offered (41:10).

Also, note that committees in general do not keep minutes; the final report to the committee's parent body serves as a record of the committee's work. During the committee's work the chair should keep notes of what was discussed and decided.

[Atul Kapur]

Under Robert's, most committees do not keep formal minutes. "In small committees, the chairman usually acts as secretary, but in large ones and many standing committees, a secretary may be chosen to keep a brief memorandum in the nature of minutes for the use of the committee." RONR (12th ed.) 50:24

Which body is approving the minutes of the committee meeeting? Is it the committee itself or the board that the committee reports to? Neither is truly proper as per RONR, but the second is the more egregious error.

[Josh Martin]

On 5/11/2023 at 1:31 PM, Guest Jill said:

Someone notified me that a change has been made to Robert's Rules regarding minutes from a board committee.  We have always "approved" minutes from a committee meeting.  Now I am told I need a "motion to accept" instead of approval.  Is this correct?  Thanks.

No, this incorrect on several counts.

• First, to answer your specific question, "approve" is the correct verb for minutes, not "accept." The type of meeting is immaterial for purposes of that rule. There has not been any change in this regard.
• Second, no motion to approve (or accept) the minutes is required. Rather, after corrections to the minutes (if any) are handled, the chair simply declares the minutes approved.
• Finally, committees generally do not keep minutes at all, since the committee's reports serve as the committee's records. 

What is also perplexing is that the topic's title refers to "Minutes presented to a Board from a Committee of the Board," which suggests another layer of confusion. To the extent that a committee is to keep minutes at all, it is the committee, not the board, which would approve them. The purpose of approving the minutes is to ensure that they are an accurate and complete record of what happened at the meeting. The committee's members are in the best position to judge that.

If what is intended instead is to inform the board of the committee's work (and perhaps to make recommendations for action), then the proper document to submit to the board is the report of the committee. If such a report contains information only, no motions whatsoever should be made regarding the report. Rather, the report is simply received and placed on file.

If the report contains recommendations, then one or more motion(s) are made to implement the recommendations. There is still no motion regarding the report itself.

The only instance in which a motion is made concerning the report itself is if the report is being made an official record of the society or published in full in the name of the organization, which is rare. In those circumstances, "adopt" is the proper term. RONR specifically recommends not to make a motion to "accept" a report and describes such a motion as "dangerous."

I would suggest that your organization review RONR (12th ed.) 48:9-15 (Approval of Minutes), 50:24 (minutes in committees), and RONR (12th ed.) 51:10-16, 51:53 (motions, or lack thereof, to make for reports).

[Richard Brown]

Guest Jill, it is fairly common to hear members erroneously refer to “accepting“ or “adopting“ the minutes. Those terms are not proper. The only term used in RONR regarding approving the minutes is “approval“ of the minutes or to “approve” the minutes. The term is used repeatedly throughout the book. Not once does the book refer to accepting or adopting the minutes.

[Gary Novosielski]

On 5/11/2023 at 2:31 PM, Guest Jill said:

Someone notified me that a change has been made to Robert's Rules regarding minutes from a board committee.  We have always "approved" minutes from a committee meeting.  Now I am told I need a "motion to accept" instead of approval.  Is this correct?  Thanks.

• In the first place, committees are not required to keep minutes, and typically do not. 
• Even if they do keep minutes, they do not send them to the parent body for approval.  A committee communicates with its parent body via a Report. 
• Reports are delivered during that part of the order of business reserved for committee reports; no motion is required.  (See: RONR 41:5).
• In particular, a motion to "accept" an entire report should not be made, as it could have undesirable side effects. (See: 51:13-14)
• When a report contains recommendations for action, each recommended motion is handled individually so that it can be properly considered and disposed of on its own merits.   If the report is for information only and contains no actionable recommendations, no further motion of any kind is needed.  

There have been no recent changes to this procedure.  It goes back decades.