Part 1 – GOVERNANCE

 

SECTION:  Governing Body

 

POL 1-010 Pr

Meetings of the Board - Regular

 

Effective date: May 11, 2011

Approval date: February 19, 2010

Last revised:May 11, 2011

Cancelled date: 

Reference:  Bylaw VII, Sec. 7, 11, 12, 13

BD 04/1989, 07/1992, 07/1993, 10/1993, 03/1994, 03/1998, 09/2002

Roberts Rules of Order,

Rules of Procedure for Meetings of the Board of Directors

Cross reference:

 

PROCEDURES

 

1.                Agenda - regular meetings by tele-conference:

 

(a)              Board members submit agenda items for regular meetings held by tele-conference  to the Corporate Secretary no later than seven days before the scheduled Board meeting.

(b)              The Corporate Secretary distributes the agenda set by the President to the Board of Directors at least four days prior to the meeting.

 

2.                Agenda - in-person regular meetings:

 

(a)              Board members submit agenda items for in-person regular meetings of the Board of Directors to the Corporate Secretary no later than one month prior to the scheduled Board meeting.

(b)              All agenda items must be sent in accordance with the formal requirements of an Agenda Submission (Exhibit A).  All agenda items include a statement of the financial impact on the Association budget.

(c)              The Corporate Secretary distributes the agenda set by the President to members of the Board of Directors within five working days following the deadline for receipt of agenda items.  This is essential for timely review of submissions by the Board of Directors prior to the Board meeting.

 

3.                Minutes of all meetings:

 

(a)              The Corporate Secretary will maintain a record of all meetings of the Board of Directors together with all supporting documentation.

(b)              A summary of the minutes in the form of “Decisions of the Board” is made available to the Board members soon after the meeting as is practical.

(c)              The minutes of the meetings are distributed to the President and Immediate Past President for approval prior to being distributed to the Board members.

(d)              The Decisions of the Board and the minutes of the meetings are made available to the members of the Association by posting them on the Association web site.

(e)              A full copy of the minutes and supporting data are maintained in accordance with Association policy at Headquarters.  The minutes may be made available upon request pursuant to Kansas law.

 

4.                Action item voting – meetings by tele-conference:

 

(a)              Actions will be documented in the form of motions.

(b)              Votes will taken by calling the question and asking for a verbal “aye” or “nay” from the assembled Directors, unless any Director requests a roll call or written ballot.

(c)              Failure to vote counts as an abstention.

(d)              Actions taken by conference call vote and resulting in a majority are binding on the Association.

(e)              Actions will be documented in the meeting minutes and published to the membership.

(f)               Each Board member will have one vote.

 

5.                Action item voting – in-person meetings:

 

(a)              Actions will be documented in the form of motions through a Consent Agenda.

(b)              Voting will be counted visually, verbally and/or on written ballot.

(c)              Failure to vote counts as an abstention.

(d)              Actions taken by vote and resulting in a majority are binding on the Association.

(e)              Actions will be documented in the meeting minutes and published to the membership.

(f)               Each Board member will have one vote.

 

5.            Action item voting – e-mail:

 

(a)          In certain situations, the Board may be asked to vote on an action item using e-mail.  The Immediate Past President will provide a due date by which e-mail votes must be returned.  

(b)          Votes will be counted by the Corporation Secretary based on e-mail responses received by the due date.    

(c)           All members of the Board must vote without exception and the results of a vote taken by e-mail must be unanimous to bind the Association. 

        (d)          Actions will be documented in the meeting minutes and published to the membership.

        (e)          Each Board member will have one vote.

 

6.                Quorum

 

A majority of the total number of Directors shall constitute a quorum.

 

7.                Adjournment

 

A majority of the Directors present may adjourn a Board meeting to meet again at a stated day and hour or until the time fixed for the next regular meeting of the Board.

 

 

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Questions about previous Policies & Procedures? Contact Connie Hardy, Corporate Secretary.