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Motions and votes confidential?


Guest Rachael

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I've been reading through RROR and I cannot figure out what the board's obligation is to informing the membership of motions and the outcome of votes.

Is a motion and the vote considered confidential information? Our bylaws do not state anything about publishing of meeting minutes or board votes and states that RROR applies when the bylaws are not in conflict.

Thanks,

Rachael

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I've been reading through RROR and I cannot figure out what the board's obligation is to informing the membership of motions and the outcome of votes.

Is a motion and the vote considered confidential information? Our bylaws do not state anything about publishing of meeting minutes or board votes and states that RROR applies when the bylaws are not in conflict.

Thanks,

Rachael

The minutes of the board "are accessible only to the members of the board unless the board grants permission to a member of the society to inspect them, or unless the society by a two-thirds vote (or a vote of a majority of the total membership, or a majority vote if previous notice is given) orders the board's minutes to be produced and read to the assembly." Check RONR(10th ed.), p. 470, l. 3-10.

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The minutes of the board "are accessible only to the members of the board unless the board grants permission to a member of the society to inspect them, or unless the society by a two-thirds vote (or a vote of a majority of the total membership, or a majority vote if previous notice is given) orders the board's minutes to be produced and read to the assembly." Check RONR(10th ed.), p. 470, l. 3-10.

So you're saying the board has no obligation to the membership to notify them of votes taken and how they affect the organization?

That makes NO sense!

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So you're saying the board has no obligation to the membership to notify them of votes taken and how they affect the organization?

That makes NO sense!

I agree but unfortunately that is the rule in RONR. However, if enough of the Membership agrees with your position they can amend the bylaws so the Board must make their minutes available to the Membership, or they can order frequent Board reports with an emphasis on what the Board has been doing. Also, as was noted you can get yourself elected to the Board and tell other people what is going on (as long as the Board isn't meeting in Executive Session where you would not be allowed to share what transpired to anyone who is not a Board member).

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The board has no obligation unless the membership request the information as noted on p. 470.

Don't like that? Get yourself elected to the Board.

I was on the board but resigned a few months back. When I was president, and then acting president (my 2nd term I was elected V.P. but the president was never around for the first 16 months of her term), we had open meetings where the membership could attend and we published the meeting minutes when there was a newsletter.

I resigned from the board due to internal conflict and just didn't feel like dealing with it anymore. Right after I resigned a discussion on the membership list came up about an action the board had taken and I mentioned the motion and the vote. Other board members had already mentioned what the action was so it's not like it was a secret.

Now I have been brought up on charges for stating what the motion and vote was. I stated what it was because a sitting board member had come on the list, slandered me and brought up the action taken (it was hiring a parlamentarian).

Unfortunately I have been prevented from communicating with the membership of the club on the club list for two months so I couldn't even possibly discuss mattters with them, nor have I been allowed to continue my role of bylaw committee chairperson even though that was agreed when I resigned.

The charges were brought against me on 6/7 and accepted 6/13. The issue occurred 4/27...

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I agree but unfortunately that is the rule in RONR. However, if enough of the Membership agrees with your position they can amend the bylaws so the Board must make their minutes available to the Membership, or they can order frequent Board reports with an emphasis on what the Board has been doing. Also, as was noted you can get yourself elected to the Board and tell other people what is going on (as long as the Board isn't meeting in Executive Session where you would not be allowed to share what transpired to anyone who is not a Board member).

I was on the board when the particular vote occurred.

The motion and vote occurred 4/5, I resigned 4/8 and the discussion on the vote and outcome occured 4/26-4/27.

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Right after I resigned a discussion on the membership list came up about an action the board had taken and I mentioned the motion and the vote. Other board members had already mentioned what the action was so it's not like it was a secret.

Now I have been brought up on charges for stating what the motion and vote was. I stated what it was because a sitting board member had come on the list, slandered me and brought up the action taken (it was hiring a parlamentarian).

If this motion and vote was considered in Executive Session and the Board didn't authorize disclosure of what happened you did do something that could (and did) subject you to disciplinary action (RONR p. 93). The fact that other Board members had already discussed what happened in Executive Session wouldn't save you from charges for violating the secrecy of Executive Session (although you can try to use the "cat is already out of the bag" defense).

If the motion and vote was not conducted in Executive Session (or disclosure was authorized) you will need to look to the bylaws and other rules for the reason you had charges brought against you.

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If this motion and vote was considered in Executive Session and the Board didn't authorize disclosure of what happened you did do something that could (and did) subject you to disciplinary action (RONR p. 93). The fact that other Board members had already discussed what happened in Executive Session wouldn't save you from charges for violating the secrecy of Executive Session (although you can try to use the "cat is already out of the bag" defense).

If the motion and vote was not conducted in Executive Session (or disclosure was authorized) you will need to look to the bylaws and other rules for the reason you had charges brought against you.

It wasn't executive session, it was a poll vote in general discussion on the board Yahoo Group. The conducting of business on the Yahoo group was part of conducting periodic business.

I'm sure the "meeting" will be called 'executive' after the fact though...and there isn't anything I can do about it.

This whole personal vendetta thing is really getting a little old. And with the pending charges and suspension of my membership before the hearing I cannot even level charges on the vicious slander and attacks I faced.

<shrug>

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I've been reading through RROR and I cannot figure out what the board's obligation is to informing the membership of motions and the outcome of votes.

Is a motion and the vote considered confidential information?

Our bylaws do not state anything about publishing of meeting minutes or board votes and states that RROR applies when the bylaws are not in conflict.

Rachel, you are jumping the gun a bit.

The final product of a committee or a board is a REPORT.

When a committee reports out, you never see, hear, (taste, smell) any MINUTES from any committee.

Same with a board.

Boards, in general, never produce MINUTES, but instead produce a REPORT, when/if it is time for the board to produce the results of its deliberations and its votes.

Minutes would include TOO MUCH trivial detail, which is a waste of the time for the general membership to read or hear about a board's (a.) recess; (b.) adjournment; (c.) suspension of the rules; (d.) postponements; (e.) tabling; (f.) questions of privilege; (g.) fixing the date to continue the current session; (h.) all the rounds of election which failed to elect; ETC.

Why read 3 pages of minutes of a board, when its one-page report is much more COHERENT and ON-TOPIC?

Bottom line:

At every general membership meeting, you get the report of the board, at the top of the meeting (after minutes approval).

What's wrong with that? - You want to read 3,000 words instead of 300 words? Why?

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Rachel, you are jumping the gun a bit.

The final product of a committee or a board is a REPORT.

When a committee reports out, you never see, hear, (taste, smell) any MINUTES from any committee.

Same with a board.

Boards, in general, never produce MINUTES, but instead produce a REPORT, when/if it is time for the board to produce the results of its deliberations and its votes.

Minutes would include TOO MUCH trivial detail, which is a waste of the time for the general membership to read or hear about a board's (a.) recess; (b.) adjournment; (c.) suspension of the rules; (d.) postponements; (e.) tabling; (f.) questions of privilege; (g.) fixing the date to continue the current session; (h.) all the rounds of election which failed to elect; ETC.

Why read 3 pages of minutes of a board, when its one-page report is much more COHERENT and ON-TOPIC?

Bottom line:

At every general membership meeting, you get the report of the board, at the top of the meeting (after minutes approval).

What's wrong with that? - You want to read 3,000 words instead of 300 words? Why?

One calls it a report, others call it minutes. That doesn't really have much to do with the issue at hand they way I see it.

Minutes/report..either one would include the exact wording of a motion made before the board, who seconded it, and what the vote was.

That was all that I "released" that they are now claiming is confidential information and worth of charges being brought up.

I'd be very happy reading 300 words..that was never an issue. 300 words are better than none.

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Minutes/report..either one would include the exact wording of a motion made before the board, who seconded it, and what the vote was.

That was all that I "released" that they are now claiming is confidential information and worth of charges being brought up.

I'd be very happy reading 300 words..that was never an issue. 300 words are better than none.

Well, the name of the seconder is not typically recorded in the minutes(and, in fact, seconds are not required at meetings of small boards)

In any event, it's not up to the secretary to "release" the minutes, it's up to the secretary to prepare the minutes and submit them for approval. Once approved, they belong to the assembly (in this case the board) and the board can choose to "release" them or the general membership can order them to be read.

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So you're saying the board has no obligation to the membership to notify them of votes taken and how they affect the organization?

That makes NO sense!

If the general membership does not agree with this it should either adopt rules ordering greater transparency from the board and/or elect board members more committed to transparency.

it was a poll vote in general discussion on the board Yahoo Group.

Then the vote was null and void unless this method of absentee voting is authorized in your Bylaws. (RONR, 10th ed., pg. 408, line 31 - pg. 409, line 2)

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I've been reading through RROR and I cannot figure out what the board's obligation is to informing the membership of motions and the outcome of votes.

Is a motion and the vote considered confidential information? Our bylaws do not state anything about publishing of meeting minutes or board votes and states that RROR applies when the bylaws are not in conflict.

Thanks,

Rachael

The board has no obligation to distribute the minutes of its meetings to the society's members. The full membership assembly can order them read, though. See RONR (10th ed.), p. 470, ll. 3-10.

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