Approving meeting minutes

[Guest Ted]

Do voting members need to abstain from voting to approve meeting minutes if they were not present at the previous meeting?

[Rob Elsman]

No voting is conducted to approve the minutes.  After any proposed corrections have been handled, the chair announces that the minutes are approved as read or as corrected.

[Weldon Merritt]

Agreeing with Mr. Elsman as far as final approval of the minutes, I will add that if there are proposed corrections to the minuets during the approval process, and if the corrections are not accepted by unanimous consent, the proposed corrections are voted on. And in that event, all members present at the meeting where the minutes are approved have a right to vote on the corrections, whether or not they were present at the meeting covered by the minutes.

[Gary Novosielski]

On 6/17/2024 at 11:59 AM, Guest Ted said:

Do voting members need to abstain from voting to approve meeting minutes if they were not present at the previous meeting?

No they do not.  As long as they are members at the meeting where the minutes are being approved, they may participate fully in the approval process, including the right to offer corrections and vote on them.

As @Rob Elsman points out, there is no vote on final approval.  The only way to object to the approval of the draft minutes is to offer a correction.

 

[Joshua Katz]

Sometimes, a person's absence makes him particularly capable of noting problems with the minutes, such as saying "no, I didn't make that motion, because I was absent."

[Richard Brown]

On 6/17/2024 at 8:19 PM, Joshua Katz said:

Sometimes, a person's absence makes him particularly capable of noting problems with the minutes, such as saying "no, I didn't make that motion, because I was absent."

Ahhh, you must have ESP – you took those words right out of my mouth! Or right off of my keyboard!

[Richard Brown]

FWIW, whether right or wrong, many organizations do have a custom of putting more information in the minutes than is required and also actually voting to approve the minutes. I think most organizations that do that just do it as in matter of custom. Old habits die hard. 

[Guest Holly]

Hi All,

 I am not trying to hijack this conversation -- but it seems sort-of relatable to what I am searching for. So if you are able to assist, please do:

I recently started a new job and the governing board will only approve minutes from a previous meeting IF those in attendance were at that previous meeting -- otherwise they table the minutes until they reach a quorum of members present at the time of the minutes. I have never encountered this in my previous experiences with Board, but wanted to see if this is some sort of rule that I was simply unaware of. 

Example: Minutes from March, were not approved until a meeting in May, despite having 2 special meetings, and a regular meeting in-between with quorums of overall Board members, because the other meetings were not a quorum of people from the March meeting present.

Thanks for any insight you are able to give.

--Holly  

[Rob Elsman]

Nothing in RONR (12th ed.) says that the members present at a meeting must be present at a later meeting when the minutes are approved.  Minutes are not approved at special meetings, however.

[Gary Novosielski]

On 6/21/2024 at 11:29 AM, Rob Elsman said:

Nothing in RONR (12th ed.) says that the members present at a meeting must be present at a later meeting when the minutes are approved.  Minutes are not approved at special meetings, however.

...except at a meeting called for that purpose.

[Gary Novosielski]

On 6/21/2024 at 11:17 AM, Guest Holly said:

Hi All,

 I am not trying to hijack this conversation -- but it seems sort-of relatable to what I am searching for. So if you are able to assist, please do:

I recently started a new job and the governing board will only approve minutes from a previous meeting IF those in attendance were at that previous meeting -- otherwise they table the minutes until they reach a quorum of members present at the time of the minutes. I have never encountered this in my previous experiences with Board, but wanted to see if this is some sort of rule that I was simply unaware of. 

Example: Minutes from March, were not approved until a meeting in May, despite having 2 special meetings, and a regular meeting in-between with quorums of overall Board members, because the other meetings were not a quorum of people from the March meeting present.

Thanks for any insight you are able to give.

--Holly  

Yes, that's all nonsense. 

All that is necessary to participate fully in the approval process is to be a current member at the time the approval is considered.

The classic example of why this is necessary is if a member notices that the minutes of a meeting he was absent from states that he made a particular motion.  There is no reason he should be prevented from offering a correction.  There are countless other possibilities as well.  He might notice spelling or grammar errors for example.  

Now, it is reasonable to assume that if he has no knowledge of any errors in the minutes, he will not offer a correction,  but the rights of a member to participate in the approval process may not be violated on account of absence, even if he was not a member at that former meeting.

[Richard Brown]

it is perhaps worth noting that whether members who were absent at a meeting may participate in the approval of the minutes of that meeting is directly addressed in section 41:11 of RONR (12th Ed.)  which says, in part as follows:  “It should be noted that a member’s absence from the meeting for which minutes are being approved does not prevent the member from participating in their correction or approval.”

[Josh Martin]

On 6/21/2024 at 10:17 AM, Guest Holly said:

I recently started a new job and the governing board will only approve minutes from a previous meeting IF those in attendance were at that previous meeting -- otherwise they table the minutes until they reach a quorum of members present at the time of the minutes. I have never encountered this in my previous experiences with Board, but wanted to see if this is some sort of rule that I was simply unaware of. 

There is no such rule. I would advise your group to discontinue this practice immediately. It does not seem to be accomplishing anything other than to unnecessarily delay the approval of the board's minutes.

While the board is certainly free to postpone (not table - see FAQ #12) the minutes if more time is needed for review, there is no need to postpone the minutes on the sole basis of waiting "until they reach a quorum of members present at the time of the minutes." All that matters for purposes of quorum is the number of members currently present, regardless of whether those members were present at the previous meeting.

Edited June 21, 2024 at 07:55 PM by Josh Martin

[Gary Novosielski]

On 6/21/2024 at 12:33 PM, Gary Novosielski said:

Example: Minutes from March, were not approved until a meeting in May, despite having 2 special meetings, and a regular meeting in-between with quorums of overall Board members, because the other meetings were not a quorum of people from the March meeting present.

Well, the two special meetings would add to the number of minutes that need approval, but they don't present an opportunity to approve minutes.

Minutes are not approved at Special Meetings unless the meeting was called for that purpose.