Meeting minutes - mandatory?

[lucesike]

Is it possible for an entity with corporate status not to have a "directive to distribute minutes" at meetings of the Board? The phrase in quotes was used by a president of a Board to a Board member as the reason minutes are not presented at meetings, discussed for corrections, and voted upon with or without correction.

Thanks.

[Chris Harrison]

RONR doesn't support that absurd claim. If there are no minutes how do you all know what the Board did in previous meetings (and make sure that the record is accurate)? Do you all have to take the President's word for it? Do you all have to rely on your memories? You all should ask him to show you some rule supporting this claim. Bet he won't be able to find one.

[Trina]

Is it possible for an entity with corporate status not to have a "directive to distribute minutes" at meetings of the Board? The phrase in quotes was used by a president of a Board to a Board member as the reason minutes are not presented at meetings, discussed for corrections, and voted upon with or without correction.

Thanks.

Do the rules (bylaws) of the organization adopt Robert's Rules of Order Newly Revised as its parliamentary authority? If so, minutes should be kept, and should be approved by the Board. The exact details of how this is done may vary, but it's pretty fundamental that the Board members must be allowed to see or hear the draft minutes, in order to be able to offer corrections, and eventually to approve the minutes (and only after approval do the minutes become a formal record of the actions of the assembly). As a side note, the final approval of the minutes is not properly done by means of a vote (voting implies that it is possible NOT to approve minutes at all, which shouldn't be the case), but that is probably peripheral to your concerns in the original question.

[hmtcastle]

Is it possible for an entity with corporate status not to have a "directive to distribute minutes" at meetings of the Board?

Yes. Nothing in RONR requires the distribution of minutes.

The phrase in quotes was used by a president of a Board to a Board member as the reason minutes are not presented at meetings, discussed for corrections, and voted upon with or without correction.

Neither that phrase, nor anything in RONR, comes close to supporting that position. If not distributed, the minutes must be read prior to approval and, after any corrections, must be approved. Distribution is a red herring.

[Robert B Fish]

The "directive" your chaitman is seeking may be found in your parliamentary authority and your parliamentary authority has been adopted by a statement in your bylaws. Hence, minutes are required, not optional, and, yes, he's been directed to do so.

However, RONR does NOT require them to be distributed, only that they be read.

-Bob