an executive session meeting is a proceeding of the board of directors. “each corporation shall keep minutes of the proceedings of its . . board . (corp. code §8320(a)(2).) such minutes are also referenced in various places in the davis-stirling act. no right to inspect. even though members do not have a right to review and copy executive session minutes, boards should be aware that such minutes are discoverable in litigation. executive session minutes should reflect the deliberation and reasoning behind actions taken by the board in executive session.
for example, if the board were to give the manager a warning, minutes should reflect what occurred. the board voted not to renew the manager’s one-year contract and made the manager’s employment at-will.” executive session minutes may be approved at the board’s next open meeting or executive session. accordingly, discussion of any changes to executive session minutes should take place in executive session. minutes of executive sessions should not be distributed to the membership. (civ. even though members do not have the right to attend executive sessions, boards must keep members informed about the general nature of the business conducted in their executive sessions. the minutes of the next open board meeting must generally reflect the board’s executive session: any matter discussed in executive session shall be generally noted in the minutes of the immediately following meeting that is open to the entire membership. code §4935(e).)
there is no statutory requirement in oregon for the board to approve minutes for either public or executive session. the problems start with how to vote to approve the executive session minutes. in order for the board to review and discuss the executive session minutes, the board would need to hold another executive session, which generates another set of executive session minutes…which necessitates another executive session to review and discuss them, and the cycle just goes on and on.
consequently, most boards do not review or vote to approve executive session minutes. an option for those who want to vote to approve the executive session minutes, is for the district to send each board member a confidential copy of the executive session minutes in advance of the meeting. the board votes to approve them in public, holding an executive session to discuss them only if a board member wants to make a change or discuss the content of the minutes.
this document provides guidelines and procedures for implementing executive session discussions and the handling of related materials in accordance with the. minutes taken (and held) separately. as you review the information below, consider adding executive sessions to your board meeting schedules. executive sessions are a special meeting-within-a-meeting that provides an opportunity for the board to meet privately to handle sensitive and, executive session reasons, executive session reasons, what does robert’s rules say about executive session, what can be discussed in executive session, what is an executive session.
executive session minutes. an executive session meeting is a proceeding of the board of directors. california law requires that boards keep minutes of their consequently, most boards do not review or vote to approve executive session minutes. some boards have begun to audio tape their executive sessions and keep board meeting minutes. they are crucial and they are time-consuming. they are visible and important, but don’t sweat it, here are some tips!, executive session board meeting, executive session confidentiality, executive session agenda sample, executive session personnel issues, hoa executive session minutes, closed session vs executive session, executive session city council, executive session nonprofit board, executive session hoa board meeting, executive session rules ohio.
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