CHAPTER
2
WHAT HAPPENS AT A MEETING?
CHAPTER CONTENTS
A. The Roles of the Presiding Officer and the Secretary
C. A Standard Order of Business
1. Reading and Approval of Minutes
D. Agenda: An Alternative to Following a Standard Order of Business
E. Adjournment, Recess, and Standing at Ease
A. THE ROLES OF THE PRESIDING OFFICER AND THE SECRETARY
To keep order, one person is chosen to preside over the meeting. This person enforces the rules and designates who is to speak at any given time. The presiding officer may be elected specifically for the meeting, and is then called the chairman.1 More commonly, he or she is elected to serve for a term of a year or more, with a title such as president. While actually presiding, the presiding officer is called “the chair.”
To make a written record of what is done, usually called the minutes, a secretary is elected.2
B. QUORUM
In most organizations that have regular meetings, many members are often absent. The organization should not be bound by decisions taken by an unrepresentatively small number of members who might attend a meeting. To prevent this, a quorum—a minimum number of members who must be present—is required for a meeting to conduct substantive business.
Organizations usually decide what should be the quorum required for their meetings.3 If an organization fails to do this, then—with some exceptions—the quorum is a majority of the members. (“Majority” means more than half.4)
When no quorum is present the meeting can do only a very limited number of things, such as set the time and place for another meeting. Any substantive action taken in the absence of a quorum is invalid.5 Even when a meeting begins with a quorum present, it loses its right to conduct substantive business whenever enough members leave to bring attendance below the level of a quorum. It can resume substantive business only when enough members return, or other members arrive, to give it a quorum again.
C. A STANDARD ORDER OF BUSINESS
A meeting begins when it is called to order by the presiding officer. The chairman or president takes his or her place and says in a clear voice, “The meeting will come to order.” There may then be opening ceremonies, such as saying the Pledge of Allegiance. Most meetings follow a traditional order of business. Simplified,6 this includes:
1. Reading and Approval of Minutes
The chair says, “The Secretary will read the minutes.” When the secretary has read them, the chair says, “Are there any corrections to the minutes?” Normally, corrections are made without objection, but if there is a dispute there can be debate and a vote on the proposed correction. Thereafter, the chair says, “If there are no [further] corrections, the minutes are approved.”
Only after the minutes of a meeting are approved in this way do they become the official record of what happened. Often, the secretary sends out draft minutes of the previous meeting before the meeting at which they are to be approved. If this happens, they don’t have to be actually read at the meeting unless a member insists. When draft minutes have been sent to the members, the chair might begin by saying, “The minutes of the previous meeting have been distributed. Are there any corrections to the minutes?” [RONR (12th ed.) 41:9–12.]
2. Reports
The assembly then hears reports from officers, boards, and committees of the organization. (More about boards and committees in Chapters 6, 18, and 19.) The chair might say, for example: “May we have the Treasurer’s report?” “The chair recognizes the chairman of the Membership Committee for a report.” “Does the Program Committee have a report?”
Often, these reports just give information. Sometimes, however, they include recommendations for action by the assembly. These recommendations are then considered by the group—debated and voted on—at the end of the report containing them. [RONR (12th ed.) 41:13–17.]
Following reports, the group moves on to consider items of business, if any, carried over from the previous meeting. The chair should bring these matters up automatically, normally beginning with any unfinished item that was in the middle of being considered when the previous meeting adjourned. For example, the chair might say, “Under unfinished business, the first item of business is the motion7 relating to…, which was pending when the last meeting adjourned. The question is on the adoption of the motion [stating the motion]…. [After this item has been disposed of:] The next item of business is….”
In a properly conducted meeting, there is no type or class of business called “old business.” It is a common mistake for the chair to call for “old business” and under that incorrect category to allow members to bring up again matters that were considered at earlier meetings or matters for which there was merely an informal suggestion that they should be brought up at the present meeting. In fact, what properly come up under the correct category, “unfinished business,” are:
1) the item (if any) that was actually in the process of being considered when the last meeting adjourned, followed by
2) any items that were scheduled to come up at the last meeting but were not reached before its adjournment, in the order these were due to come up at that meeting. [RONR (12th ed.) 41:23(a–c). See also footnote 1 on page 53 of this book.]
4. New Business
The chair asks, “Is there any new business?” New items may then be brought up by any member, using the procedure—making a motion—described in the next chapter. [RONR (12th ed.) 41:27.]
D. AGENDA: AN ALTERNATIVE TO FOLLOWING A STANDARD ORDER OF BUSINESS
Instead of following a standard order of business, a group may adopt an agenda. An agenda sets out the order in which specific items are to be considered, and sometimes sets exact times for their consideration. Frequently, the president presents a draft agenda, but to be binding it must be adopted by the group at or soon after the start of the session.8 The group may make any changes it wishes before voting to adopt it. [RONR (12th ed.) 41:58–69; see also q. 14 on p. 120 of this book.]
E. ADJOURNMENT, RECESS, AND STANDING AT EASE
When the meeting has completed its work, the chair says, “Is there any further business? … Since there is no further business, the meeting is adjourned.” To adjourn means to close the meeting. Even if there is still business that has not been completed a majority may vote to adjourn.9
When the group wishes to take a short break from a meeting, it may vote (by a majority) to recess. The proposal to recess may set a time, as in, “recess for five minutes.” Or it may be to “recess until called to order by the chair,” which leaves it up to the presiding officer to decide when to end the recess and resume the meeting. [RONR (12th ed.) 8:2(3), 20:1–10.]
The chair may cause a brief pause in the proceedings, if no member objects, by directing the group to stand at ease. This means that members remain in their places, perhaps talking quietly, until the chair again calls the meeting to order. [RONR (12th ed.) 8:2(4).]
Footnotes to Chapter 2
1. “Chairman” is the long-established usage. Several variations—such as “chairperson” or “chair”—are now frequently used.
2. The presiding officer and the secretary are the minimum essential officers. RONR (12th ed.) 3:6–8. Minutes are explained in Chapter 16 of this book and more fully in RONR (12th ed.) 48:1–16.
3. An organization specifies its quorum in its bylaws, which are explained in Chapter 10.
4. See also q. 4 on p. 115 of this book.
5. RONR (12th ed.) 40:1–12. See, however, RONR (12th ed.) 10:54–57 for the ratification of action taken without a quorum.
6. In fact, the “standard” order of business is a little more complicated. For full details, see RONR (12th ed.) 3:16, 41:5–36. Organizations may prefer to adopt their own order of business, adapted to the specific needs of the group. RONR (12th ed.) 2:16.
7. “Motions” are explained in the next chapter.
8. If the session is not already controlled by an order of business, then a majority vote is sufficient to adopt an agenda. In other circumstances, a greater vote may be required. See RONR (12th ed.) 41:61.
9. For other ways to adjourn, see RONR (12th ed.) 21:1–20.