Robert’s Rules & the HOA Meeting – Part 2  

Unfinished Business, Yes; Old Business, Never!

“Old Business” means that you are reconsidering issues already disposed of. “Unfinished Business” means that you are continuing with issues which are currently not completed (RONR (10th ed.), p.346). Before the current agenda is put together, the secretary advises the chair of the issues which were not disposed of from the previous meeting and which can be carried forward as “Unfinished Business”.

There are really only a few reasons why an issue may be considered in the “Unfinished Business and General Orders” portion of the current meeting’s agenda.

Questions left pending at the previous meeting:

A question was being discussed and being dealt with when the previous meeting adjourned.
A question was listed on the previous meeting’s agenda as part of the unfinished business, but was not reached when the meeting adjourned.
A question had been postponed (made prior General Order) to the previous meeting, but was not reached when the meeting adjourned.

Questions NOT left pending at the previous HOA meeting:

A question was postponed (made current General Order) to the current meeting.
Though not technically “Unfinished Business”, any tabled matter may be taken from the table at this time as well.

Notice: Let us suppose that a group meets monthly.

  • In March, an issue is listed as “Unfinished Business” for the first time.
  • In March, the group adjourns without dealing with the issue.
  • In April, the issue can be taken up again as “Unfinished Business”.
  • If in April the issue is not dealt with, the issue dies!
  • Of course, the issue may be introduced again in May, but only as “New Business”.

So, if you understand what can be considered under “Unfinished Business”, you can protect your favorite issue from being ignored. On the other hand, you could manipulate the time of adjournment to defeat the opponent’s favorite issue.

Frequently Asked Questions

  • Q: Can a proxy from an absent director be exercised by a present director at a HOA Board of Director’s meeting?
    • Exercising proxies is not permitted in Board of Director meetings. Deliberative assemblies such as a Board meeting are not conducive to the use of a proxy; primarily because proxies are incompatible with the essential characteristics, discussion and debate, of a deliberative assembly. [RONR (10th ed.), p. 414-15.]
  • Q: When a Board member calls the question, must debate on a motion stop immediately?
    • Any member who wants to end debate must first obtain the floor by being recognized by the Chair and must then move the Previous Question. The motion must be seconded, and then ratified by a two-thirds vote, or by unanimous consent. It is never in order to interrupt a speaker with “Question” or “Call the Question;” the Board member must always be recognized by the Chair. [RONR (10th ed.), p. 193-94; see also p 35-37 of RONR In Brief.]
  • Q: How can I add an item to the agenda?
    • At the time that an agenda is presented to the Board of Directors at a meeting, it is in order for any Board member to move to amend the agenda by adding an item(s). The president “sets the agenda,” but the agenda becomes binding when it is presented and accepted by the full Board. [RONR (10th ed.), p. 363, l. 8-20; see also p. 16]
  • Q: Doesn’t the Secretary of the Board have to summarize all matters discussed at a Board meeting in the minutes to be a thorough record?
    • Not only is it not necessary to summarize all matters discussed at a meeting in the minutes of that meeting, it is improper to do so. Minutes are a record of what was done at a meeting, not a record of what was said. [RONR (10th ed.), p. 451, l. 25-28; see also p. 146 of RONR In Brief.]
  • Q. When minutes of a prior meeting are corrected, are the corrections entered into the minutes of the meeting in which the corrections were made?
    • If corrections to minutes are made; these corrections must be made in the text of the minutes being approved. The minutes of the meeting at which the corrections are made should merely indicate that the minutes were approved “as corrected.”   [RONR (10th ed.), p. 452, l. 12-15; p. 458, l. 10-16; see also p.151 of RONR In Brief.]
  • Q: Can meeting minutes be corrected after they have been approved?
    • If it is necessary to correct minutes after they have been approved, such corrections can be made by means of the motion to “Amend Something Previously Adopted.” The exact wording of that motion, whether adopted or rejected, should be entered in the minutes of the meeting at which it was considered. [RONR (10th ed.), p. 452, l. 12-15; p. 458, l. 10-16; see also p.151 of RONR In Brief.]

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