Home Ann Guiberson What Happens in Executive Session, Stays in Executive Session

Parliamentary Procedure Time

What Happens in Executive Session, Stays in Executive Session

Questions about handling executive session keep popping up recently. Executive session is a portion of the meeting in which the proceedings are conducted in secret.  Let's see if we can shed some light on how to avoid abuses and misuses.

Can a board of directors go into executive session at any time?
Yes, a board, an assembly, or any group can go into executive session at any time during a meeting.

Can the president just announce that now we're in executive session?
No, going into executive session is a privilege of the assembly.  A member may make a motion to go into executive session and it takes a majority vote to adopt it.  Or the president could ask the assembly if there is any objection to going into executive session.  If no one objects, then the president can announce that the assembly is now in executive session.
What if the president is in the habit of just declaring that we are in executive session?
If a member objects to going into executive session, he should raise a point of order immediately.  Don't wait until the meeting is over to fuss about it--it's too late then.  

Should minutes be taken in executive session?
Yes, the secretary should take separate minutes for the executive session.  These minutes need to be approved in executive session as well.  If you need to go into executive session to approve minutes of an executive session, it's not necessary to have minutes for that. 

Who can stay in the meeting while in executive session? 
Only members of the body that is meeting along with any employees, staff, or special invitees the body determines necessary are allowed to remain in the meeting.  Everyone else is excluded.

Are ex-officio members allowed to remain?
An ex-officio member of a board or a committee is a full-fledged member with all the rights of any member of that body.  Sometimes executive directors or other staff are ex-officio members of boards without vote as specified in the bylaws.  They are still a member, however, and cannot excluded from the executive session.

What recourse is there if members who attended the executive session, tell others what happened?
A member can be punished under the disciplinary procedures of the society if he violates the secrecy of an executive session.  If the society does not have its own disciplinary procedures and Robert's Rules of Order Newly Revised is the adopted parliamentary authority, it should use the procedures outlined in the manual.

Answers are based on Robert's Rules of Order Newly Revised, 11th edition.  

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Ann Guiberson


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