Laying the Trail

KNOW YOUR MEETINGS

The arena in which your work as a board member will be conducted is largely going to be a public meeting. There are several types of meetings, as described below, but they all function in largely the same way. They are generally open, always incorporate the use of an agenda and minutes, and are the only forums in which the board can act in full accordance with its powers.

Each type of meeting is distinctive in its purpose and is explained here in further detail.

REGULAR MEETINGS

This is a charter public school board’s routine, monthly meeting. It is identified by the annual schedule of board meetings adopted by the board. A regular meeting may be cancelled for lack of agenda items or lack of board member availability—known as a lack of quorum. Any additional meeting that is scheduled during the school year, and not on the annual board meeting calendar, is a special meeting.

SPECIAL MEETINGS

Periodic ‘special purpose’ meetings are usually held to address time-sensitive issues, or subjects that require extensive deliberation and consideration. Contrary to common belief, the agenda of a special meeting is not restricted to a single item, nor is a charter school board required to state the purpose of the special meeting in its public posting. A board may take action on any item it deems appropriate and may amend a special meeting agenda to accommodate additional business items.

EMERGENCY MEETINGS

This is an extraordinarily rare type of meeting, held “in the event of a severe and imminent threat to the health, safety or welfare of the public when two-thirds of the members serving on the body decide that delay would be detrimental to efforts to lessen or respond to the threat.”

ANNUAL ORGANIZATIONAL MEETINGS

The annual organizational meeting refers to the meeting at which charter public school board officers are elected and other annual business, if any, is transacted. Visit the “Resources” section of the Center’s website at: www.TheCenterForCharters.org for a list of standard items included in the annual meeting.

COMMITTEE MEETINGS

At times, it may prove beneficial for a charter public school board to establish a committee. According to the Charter Contract, a board may establish a committee by resolution.

It is recommended and most effective to create committees for a specific purpose or project. Committees should meet only for the duration of the specified purpose and/or project and then dissolve.

The purpose of any committee is to gather information and provide pared-down options to the full board for a final decision and vote.

There are certain functions that cannot be delegated by the charter public school board, most of which surround making decisions for the board. The purpose of any committee is to gather information and provide pared-down options to the full board for a final decision and vote.

Committees can and typically do have non-committee members participate in the committee meetings as they are usually less formal than a regular board meeting. As an extension to the board, however, the activities conducted by a committee must follow the standards and requirements of the full board. Committees should publicly post their meetings and cannot include a quorum of the board, or they may be in violation of the posting. Additional guidance can be found in the charter school board’s operating policies as well as in the Open Meetings Act.

At times, multiple board members may attend a conference, workshop, or seminar. This is permissible as long as the following requirements are met:
  1. The conference, workshop, or seminar must address issues that are broader than thsoe affecting an individual school district;
  2. The conference, workshop, or seminar must be open to individuals outside of particular board;
  3. Board members must refrain from collective discussions while at the event.

CONFERENCES AND WORKSHOPS

Over time, there has been much discussion surrounding section 3(10) of the Open Meetings Act and what constitutes “a social or chance gathering or conference not designed to avoid…” the Open Meetings Act. The Attorney General has been called upon several times to provide clarity with respect to permissible gatherings.

At times, multiple board members may attend a conference, workshop, or seminar. This is permissible as long as the following requirements are met:

  1. The conference, workshop, or seminar must address issues that are broader than those affecting an individual school district;
  2. The conference, workshop, or seminar must be open to individuals outside of a particular board;
  3. Board members must refrain from collective discussions while at the event.

A charter public school board may ask a particular group to give a presentation to the full board. This is permissible as long as the following requirements are met:

  1. The intent of the board is to only gather information from the group(s) and the board does not make any decisions or deliberate toward a decision;
  2. The role of the board members is to listen and observe.

SOCIAL GATHERINGS

Social gatherings and legitimately chance meetings are not considered board meetings, even if a quorum of the board is present. The caveat is that the board members must refrain from discussing and deliberating on school business.

RETREATS

From time to time, your board may determine that it would be beneficial to hold a retreat where general education issues are discussed. While the board may agree to not make decisions or engage in deliberations, retreats are clearly meetings which must be open to the public and must be posted as such. Therefore, retreats must be held at a location accessible to the public.

While the board may agree not to make decisions or engage in deliberations, retreats are clearly meetings which must be open to the public and must be posted as such. Therefore, retreats must be held at a location accessible to the public.

CLOSED SESSIONS

Charter public school boards are permitted by the Open Meetings Act to meet in closed session for specific reasons. Once a board has legitimately convened a closed session, it can only discuss issues directly pertaining to the stated purpose of the closed session. A board is prohibited from taking action during closed session; therefore, all decisions related to the stated purpose must be made in open session. In a closed meeting, meeting minutes must be taken and kept, but are not open to the public.

A board must vote during open session to enter closed session. In certain circumstances, a simple majority vote is sufficient to enter closed session; however, other circumstances require a two-thirds majority, as noted below.

If a board is uncertain whether it can enter closed session, the board should discuss the issue in open session. It is also recommended that boards consult with their legal counsel in this area to ensure compliance with the Open Meetings Act.

The reasons for entering closed session (applicable to a charter public school board), allowed by section 8 of the Open Meetings Act, are as follows:

The following types of closed meetings may be held upon a simple majority vote:

  1. To consider discipline, suspension, dismissal, personnel evaluation, or a complaint brought against an employee, if the named person requests a closed session;
  2. To consider discipline, suspension, or dismissal of a student of the charter public school, if the student or the student’s parent or guardian requests a closed session;
  3. To review an application for employment for public office if the candidate requests that the application remain confidential; however, all interviews must be conducted in an open meeting.

The following types of closed meetings may be held upon a two-thirds majority vote:

  1. For the purpose of strategizing and negotiation of a collective bargaining agreement, if either negotiating party requests a closed session;
  2. To consider the purchase or lease of real property up until the time that an option to purchase or lease the property is obtained;
  3. To consult with its attorney regarding trial or settlement strategy in connection with pending litigation, but only if discussion during open session would have a detrimental financial effect on the litigating or settlement strategy of the board;
  4. To consider material exempt from discussion or disclosure by state or federal law.

ILLEGAL MEETINGS

The following types of meetings are not allowable under state law:

  • Informal Meetings
    A charter public school board cannot meet privately, or prior to an open board meeting to discuss or decide what the board will formally decide at the open meeting.
  • Closed Meetings For Illegal Purposes
    As previously described, boards may enter into a closed meeting (or closed session) for a few reasons. However, boards sometimes do not understand or improperly apply closed meeting requirements.
  • Meetings That Are Not Properly Posted
    Often, a situation may arise when the board may need to reschedule a regular meeting or may deem it appropriate to hold a special meeting. The board president and secretary should verify that the meeting was posted appropriately, with proper notice to allow the public the opportunity to attend.
  • Meetings Not Accessible To The Public
    Many boards hold annual retreats or workshops to reconnect and focus on specific matters or strategic planning. Although the board may choose any location that it feels can appropriately serve these functions, the Open Meetings Act clearly requires all board meetings, including retreats and workshops, be held at a location that is “available” to the public.

QUORUM

According to the Charter Contract, a quorum of board members means a majority of members of the charter public school board as established by CMU’s Board of Trustees. For example, a quorum for a seven-position board is four; a quorum for a five-position board is three. This number is not affected by board vacancies.

The act of the majority of the board members present at which a quorum is present shall be the act of the board. However, if a board holds a meeting, but a quorum is not present, any action taken at the meeting is not valid and must be revisited at the board’s next meeting and acted upon when a quorum is present.

PREPARE EFFECTIVELY

It is critical that your board and CEO prepare in advance for board meetings. Preparation for meetings allows the board to be deliberate on the business discussed and the action taken. As an individual board member, you are expected to prepare for the board meeting by reading all of the supporting materials and documentation prior to the meeting. If you have questions about the information provided, do your best to find answers in advance of the meeting day. When every board member is prepared, meetings run smoothly and are not as lengthy because the board does not have to take time during the meeting to review materials and get up to speed.

This, in turn, establishes order and allows the board to be more effective with the time and resources available. Board preparation consists of several steps, beginning with the proper posting of the meeting and ending with preparation of the board packet, as explained in further detail here.

BOARD MEETING SCHEDULE

Every year, the board is required to adopt an annual calendar of regularly scheduled meetings which should include, at minimum, the date, time and place of each meeting. Michigan law requires that the annual calendar be posted, as designated by the board, within 10 days of adoption. In addition, the schedule must also be adopted and submitted to the Center.

The board bylaws found in your school’s Charter Contract require your board to schedule regular monthly meetings. The Center believes that monthly meetings are appropriate for effectively governing a charter public school. Though a board may cancel a regular meeting, the Center expects boards to meet as necessary to complete their business.

  • Changes To Schedule
    Your school’s Charter Contract requires the board to submit its schedule of regular meetings for the fiscal year in compliance with the Master Calendar of Reporting Requirements. Any changes to the schedule must be posted and submitted to the Center within 10 days of board approval or sooner if required by law.
  • Meeting Cancellations
    Similar to the required notice announcing a recently scheduled meeting, your board must give notice of cancellation to the public. A copy of this cancellation notice must be displayed at the school board’s designated site and be submitted to the Center.

BOARD NOTIFICATION

The board bylaws found in your school’s Charter Contract require written notice of regular meetings to be given to each board member. This written notice should state the time and place of the meeting and be delivered personally, mailed or sent by facsimile to the board member’s business address. To satisfy this requirement, all board members should be given a copy of the public notice of regular meetings and any subsequent approved changes.

However, there are times when written notice is not possible. Provided there is a communal spirit and goodwill among members, oral notification works acceptably and is generally acknowledged by the Center. The bylaws provide that a board member may waive notice of any meeting by written statement, or electronically sent by the board member, signed before or after the meeting. In addition, the attendance of a board member at a meeting constitutes a waiver of notice of the meeting.

The same notification procedures also apply to special meetings. A written notice should be given to each board member stating the time and place of the meeting, delivered personally, mailed or sent electronically to the board member’s preferred address. The Center recognizes that board members typically arrange special meetings informally and not by written notice.

PUBLIC NOTIFICATION

As indicated by their name, charter public schools are public entities governed by a public board with public officials using public dollars to operate. Therefore, the board must notify members of the public of all meetings through postings that must be made available in compliance with the Open Meetings Act.

The board should elect a board secretary whose responsibility is to ensure that identified school or board staff has fulfilled this requirement.

MEETING DOCUMENTS

There are several documents that are essential for boards. Effective use of these documents can support efficient, effective board meetings, careful record-keeping and, ultimately, stronger advancement toward mission.

AGENDA

Your board is responsible for developing its own meeting agendas. While administrative input and coordination with your CEO is necessary and appropriate, a board must retain control over its meeting agendas. Generally, your board president is primarily responsible for developing meeting agendas, working with the CEO and other board members to ensure all appropriate business is included.

Once developed, the meeting agenda must be submitted to the Center.

The following guidance should help your board with agenda development and management:

A meeting agenda and supporting materials are sent to board members and other individuals, as necessary, in compliance with the board’s policies. This usually occurs seven days prior to a regular meeting, to ensure sufficient time for advance review. Associated documents or supporting materials should also be included (such as written material the board is expected to consider and/ or approve, e.g. leases, contracts, budget amendments, financial statements, policies, etc.).

Your board may change its agenda prior to or during a meeting. Most boards have a relaxed practice of allowing any member to add an item to the agenda prior to approval.

Your board president, or vice-president/other presiding officer in his or her absence, is responsible for running the meeting in accordance with the agenda. This includes ensuring both staff and board members limit discussion and deliberation only to agenda items.

  • Your CEO should be expected to monitor and notify the board of business items requiring attention (e.g. a grant or loan application, budget amendment, major purchase).
  • Your board should expect routine administrative and other reports to be delivered in writing in advance of the meeting. An oral report should be brief and cover only those subjects not fully addressed in the written report, highlight sections of the written report of particular importance, and provide important information not available at the time of the written report’s submission.
  • Your board should adopt written policies concerning agenda development and distribution.
  • As mentioned, every charter school board member is expected to prepare by reading all materials provided in advance of a meeting.

BOARD PACKET

As stated previously, you and your colleagues on the board should receive board packets. The Center recommends that board members receive the board packet at least seven days prior to the scheduled board meeting. Board packets should include the proposed agenda and all necessary supporting documentation for the agenda items. Examples of supporting documentation should include, but are not limited to:

  • The previous meeting’s minutes, including resolutions
  • Written committee reports
  • Written reports from your CEO n Financial statements and other financial documents
  • Information regarding student achievement and standardized test scores
  • Copies of any resolutions requiring board action
  • Copies of any documents requiring board approval, i.e. school calendar, school improvement plan, etc.
  • Copies of board correspondence

The board packet allows individual board members to read through all of the agenda items and supporting documentation in advance of the meeting. Consistent use of board packets allows for better organization, better communication, and better use of time and resources.

BOARD MEETING MINUTES

Board meeting minutes must be kept for all board meetings, whether the meetings are regular, special, open, closed, or for a work session. The meeting minutes must contain certain items that align with the Open Meetings Act and the school’s Charter Contract.

Meeting minutes are the official, public record of all decisions made by the charter public school board. Recognizing that individual board members have no individual decision making authority, the minutes provide the public and school management with clear direction based on the decision making of the entire board. Therefore, the board should engage in vigorous deliberations, if necessary, prior to voting on a decision that becomes policy.

In a closed meeting, minutes must be taken and kept but are not open to the public.

PROPOSED MINUTES

Proposed minutes must be made available to the public for inspection no later than eight business days after the meeting to which the minutes refer. A set of proposed minutes must also be submitted to the Center within eight business days after the meeting to which the minutes refer. The minutes must be submitted through the Document Submission Tool on the Authorizer Oversight Information System (AOIS) and must contain either the signature of the recording secretary or the board secretary.

APPROVED MINUTES

Approved minutes must be made available to the public for inspection no later than five business days after the meeting at which they are approved. A set of approved minutes must also be submitted to the Center within five business days after the meeting to which the minutes refer. The minutes must be submitted through the Document Submission Tool on AOIS and must contain the signature of the board secretary.

CORRECTIONS TO MINUTES

Corrections to proposed minutes should be made at the next meeting held by the charter public school board, regardless of whether it is a regular meeting or a special meeting. The board should review the proposed minutes to ensure that all decisions were recorded and all of the information is accurate and complete. The board should then approve the minutes with all corrections, if applicable.

PUBLIC PARTICIPATION

As a charter public school, all board decisions must be made at a meeting that is open to the public, with a few exceptions. Although the public may attend the board meetings, their participation is limited and the board may establish rules for public participation at the meetings, some of which include: addressing the board, public comment, agenda items and recording equipment.

The rule of thumb to follow is that an open meeting is conducted in public, not for the public. Consider the board’s demeanor, actions and conversation. Try to refrain from interacting with the audience and respect the formality of the meeting. Most successful boards hold their meetings around a table, where the board members can see and interact with each other rather than on the public observing the meeting.
 

BOARD ESSENTIALS

Knowing Where You are Headed
Being Prepared
Knowing the Terrain
Managing Your Assets
Sending and Receiving Messages
Laying the Trail
Administering First Aid
Seeking Help if You’re Lost
Building the Team
Knowing When You Have Arrived
Communicating with Base Camp

Download PDF of Essentials