Past MInute Approval - New Board

[Guest Tim]

Our organization held a special meeting to discuss accusations against an employee. The board that held the meeting has 3 members who are moving or their term is up. We would like the board that held this meeting to approve the minutes, but the past chair (who is still a current member) will not allow a vote to happen, and says the new board will approve or change the minutes if need be.

I see two issues: The new board was not at the meeting and won't know what they are approving. There is a new secretary and she feels free to make changes, although the past secretary will need to sign off on those minutes. The reason for the delay is because the new board will most likely side with the past chair and allow revisions even though they weren't a part of the meeting

Is it acceptible to take an email approval of the minutes (which we have done and were approved) and then hand them over to the new board? The past chair says it can't be done because he has to call for the approval of the minutes.

Thanks!

[Robert B Fish]

Our organization held a special meeting to discuss accusations against an employee. The board that held the meeting has 3 members who are moving or their term is up. We would like the board that held this meeting to approve the minutes, but the past chair (who is still a current member) will not allow a vote to happen, and says the new board will approve or change the minutes if need be.

I see two issues: The new board was not at the meeting and won't know what they are approving. There is a new secretary and she feels free to make changes, although the past secretary will need to sign off on those minutes. The reason for the delay is because the new board will most likely side with the past chair and allow revisions even though they weren't a part of the meeting

Is it acceptible to take an email approval of the minutes (which we have done and were approved) and then hand them over to the new board? The past chair says it can't be done because he has to call for the approval of the minutes.

Thanks!

The old board should have taken care of the problem by appointing a committee to approve their minutes. Since they didn't, the new board can (should) do so but they can't rewrite history (a.k.a. "she feels free to make changes"). Note that the minutes should contain a record of what was done at the meeting and not what was said by the members.

E-mail voting is not allowed unless the bylaws specifically allow it. Otherwise, any such action is null and void.

-Bob

[jstackpo]

Rules:

!) Only members can vote on issues, including approving (or editing) minutes, so only the current board members can vote on your minutes (even though some of the members weren't there - perhaps they will abstain, if they are honest with themselves). Your chair is correct in insisting that the current board is the sole "approver".

2) E-mail voting can be done only if it is authorized in your bylaws -- is it?

However, it looks as though you have more problems than just following the rules.

Did you actually vote on a motion with respect to the "accusations"? If so the text of that motion is ALL that is supposed to be in the minutes. No "discussion", no "debate", nothing that could be "revised", only "what was done, not what was said" -- RONR, p. 451.

If not, then all the minutes need state is that you met and discussed the "accusations". No other details. Very short minutes will result, and there will be nothing for your former and current board members to haggle over.

[abcdave]

The old board should have taken care of the problem by appointing a committee to approve their minutes. Since they didn't, the new board can (should) do so but they can't rewrite history (a.k.a. "she feels free to make changes"). Note that the minutes should contain a record of what was done at the meeting and not what was said by the members.

E-mail voting is not allowed unless the bylaws specifically allow it. Otherwise, any such action is null and void.

-Bob

When referring to action that needs to be done, it seems to me that there is no such thing as a "new board" or an "old board" - there is just the board. At some point, the board should approve the minutes but as pointed out they can not change history.

BTW - there is also no such thing as the "past chair" either.

[Guest Tim]

Our organization held a special meeting to discuss accusations against an employee. The board that held the meeting has 3 members who are moving or their term is up. We would like the board that held this meeting to approve the minutes, but the past chair (who is still a current member) will not allow a vote to happen, and says the new board will approve or change the minutes if need be.

I see two issues: The new board was not at the meeting and won't know what they are approving. There is a new secretary and she feels free to make changes, although the past secretary will need to sign off on those minutes. The reason for the delay is because the new board will most likely side with the past chair and allow revisions even though they weren't a part of the meeting

Is it acceptible to take an email approval of the minutes (which we have done and were approved) and then hand them over to the new board? The past chair says it can't be done because he has to call for the approval of the minutes.

Thanks!

[Guest Tim]

So we will strip down the minutes to the accusation, outcome, and final motion/decision. Then the current (new) board will vote. The current chair should be handling all this correct? How does the past secretary submitting the minutes sign if they do indeed make changes?

[hmtcastle]

How does the past secretary submitting the minutes sign if they do indeed make changes?

The secretary who submitted the draft minutes for approval signs the submission. The secretary serving when the minutes are approved initials them as "approved" (or "approved as corrected").

[jstackpo]

Quote:" So we will strip down the minutes to the accusation, outcome, and final motion/decision. Then the current (new) board will vote. The current chair should be handling all this correct?"

You have slighty overspecified things: the vote on the "final motion" IS the "outcome" -- adopted or defeated. And I would guess, without seeing your text, that the "accusation" would be included in the motion itself.