Community Associations

Community Associations and Parliamentary Procedure

Jim Slaughter, JD, CPP-T, PRP

“Laws should be like clothes. They should be made to fit the people they serve,” advised Clarence Darrow. Similarly, the procedures used during meetings should be made to fit the particular organization as well as the particular meeting.

BOARD PROCEDURES

Conduct of business often varies by assembly size. Most parliamentary manuals provide that the conduct in smaller boards and committees can be more informal. Robert’s Rules of Order Newly Revised (10th Edition) suggests that the formal procedure used by larger groups could hinder business in a board meeting of fewer than a dozen. As a result, smaller boards and committees can follow an informal procedure, such that:

	Members are not required to obtain the floor and can make motions or speak while seated.
	Motions need not be seconded.
	There is no limit to the number of times a member can speak to a question, and motions to close or limit debate generally should not be entertained (unless the group has adopted a rule to the contrary).
	The chair need not rise while putting questions to vote.
	The chair can speak in discussion without rising or leaving the chair; and

Subject to rule or custom, the chair usually can make motions and usually votes on all questions.

If a matter is of sufficient importance or controversy, the board can always follow more formal procedures.

ANNUAL MEETING PROCEDURES

In contrast, procedures in the annual meeting of a community association must be more formal. Informal discussion of matters is impractical due to the number of members present. Unless strict rules of debate are followed, members may perceive the presiding officer is showing favoritism. Limits on debate must be observed to keep the meeting on time. Formal votes help avoid legal challenges to actions taken.

ORDER OF BUSINESS

Part of any annual meeting should be a systematic plan for the orderly conduct of business. The sequence in which business is taken up during a meeting is known as the “Order of Business.” The Order of Business is a blueprint for the meeting and typically has the following components:

• OPENING THE MEETING
The presiding officer should never call the meeting to order until a quorum is present. A quorum is the number of members entitled to vote who must be present in order for business to be legally transacted. Quorum is typically defined in the governing documents of the community association.

Once a quorum is present, the presiding officer calls the meeting to order by stating, “The meeting will come to order.”

• APPROVAL OF MINUTES
Organizations that only meet one time per year typically do not approve minutes. Instead, the board of directors or another committee should be authorized to approve the minutes. Such a practice makes sense because few members are likely to remember what occurred at a meeting held a year ago.

In meetings when minutes are to be approved, the minutes are typically distributed to all members so that they do not have to be read aloud. Corrections and approval are normally done by unanimous consent. That is, the presiding officer can ask, “Is there any objection to approving the minutes as read [or distributed].” If there is no objection, the minutes are approved.

• REPORTS OF OFFICERS, BOARDS, AND STANDING COMMITTEES
The first substantive item of business in meetings is typically hearing from the officers and established boards and committees. The logic in this order of arrangement is to give priority to the items of business from the leadership. Typically, the presiding officer learns in advance who needs to report and only calls on those officers, boards, and committees that have reports.

Reports are generally for information only. In such instances, no motion is necessary following the reports unless there are recommendations to be implemented. A motion “to adopt” or “to accept” a report is seldom wise except when the report is to be issued or published in the name of the organization. On the other hand, it is common that the reporting member end by making a motion if there is a specific recommendation for action.

For example, the budget committee may have studied the current dues structure. In her report, the committee chairman might thank the members of the committee for their hard work and explain in detail the committee’s position and reasoning. At the end of her report, the committee chair would close by saying, “On behalf of the committee, I move that annual dues be increased to $25.00.”

• REPORTS OF SPECIAL COMMITTEES
Unlike standing committees established in the bylaws, special committees do not have continual existence. Instead, special committees exist solely for the purpose of a specific project. For example, a special committee might be created to plan a specific function or event. Special committees typically go out of existence upon their final report.

• UNFINISHED BUSINESS
Unfinished business refers to matters carried over from a previous meeting. This category of business is sometime incorrectly referred to as “old business.” “Old business” is a misnomer in that unfinished business is not simply items that have been discussed previously. Instead, unfinished business items typically fall into one of several specific categories. For organizations that meet at least four times a year, unfinished business may include:

(1) any matter that was pending when the previous meeting adjourned;
(2) any matters on the previous meeting’s agenda that were not reached; or
(3) matters that were postponed to the present meeting.

The presiding officer should know if there are any items to be considered under unfinished business. As a result, the presiding officer should not ask, “Is there any unfinished business?” Instead, the presiding officer should simply state the question on the first item of business. If there is no unfinished business, the presiding officer should skip this category of business.

• NEW BUSINESS
Much of the work in a meeting is accomplished during the heading of new business. In this category of business, members can introduce any new item of for consideration. As a result, the presiding officer may be unaware of what items of business will arise under new business.

The presiding officer introduces the heading of new business by asking, “Is there any new business?” Any member can then introduce new items of business by making a motion and obtaining a second. Following the consideration of each item, the chair repeatedly asks, “Is there any further new business?” This process continues until there are no additional business items to come before the assembly.

• CLOSING THE MEETING
In most assemblies the presiding officer can adjourn the meeting without waiting for a motion to adjourn. If all items of business have been considered, the presiding officer can ask, “Is there any further business?” If there is no response, the presiding officer simply states, “Since there is no further business, the meeting is adjourned.”

If custom or tradition require that a motion to adjourn be made, the presiding officer can ask, “Is there a motion to adjourn?” Once the motion is made and seconded, the presiding officer can ask, “Is there any objection to adjourning the meeting? Hearing no objection, the meeting is adjourned.”

CONCLUSION

Good organization cannot by itself guarantee a successful meeting. However, a lack of structure is almost certain to cause confusion and dissatisfaction among members. As a result, efforts spent in planning the process of a meeting are well worth the effort. The best meetings use procedures and an order of business that are perfectly tailored to fit the occasion.