Skip to main content

Check out our 2Q2021 Investment Update Video + Blog!

Judge 1587300 1920

Why ‘Robert’s Rules’ Are So Important for Board Meetings

Photo of author, Kathleen McDermott.
Kathleen McDermott
Business Development Manager and Director of Nonprofit Advisory Services

If there’s one thing I’ve learned over 20 years of nonprofit board service, it’s that procedures and protocols are very important to conducting a meaningful and productive meeting. Every board of directors follows some type of procedure, including, but not limited to, calling a meeting to order, accepting and passing motions, tabling issues, and voting on certain items of business.

These processes are referred to as Robert’s Rules. I was first introduced to Robert’s Rules in college and graduate school but have become more familiar with them throughout my years of board service. Now that I find myself chairing the Wheeling Symphony Auxiliary Board, I decided once and for all, that I would try to better understand who Robert was and how his rules should be adopted or adapted in board meetings.

Just who is this Robert anyway? Robert is actually General Henry Martyn Robert and he was born in 1837. He graduated fourth in his class from West Point and became a military engineer. Wikipedia gives an interesting description of his impressive military career including fortifications built, harbor improvements made, and river enhancements completed. He died in 1923 and is buried in Arlington National Cemetery!

So, how did these ‘rules’ come about? The General was asked to preside over a community meeting and like many even today, there was no order and chaos ensued. He apparently left embarrassed and frustrated (sound familiar?). His military travels exposed him to a variety of situations in which there was parliamentary procedure (and disorder). So, he decided to write the Pocket Manual of Rules of Order for Deliberative Assemblies to bring order to meetings. This first edition was published in 1876, and the fourth edition earned the revised title Robert’s Rules of Order Revised. There has been a total of 11 editions, the most recent re-edited with expanded and updated treatment of many topics in 2011.

Why would an organization adopt Robert’s Rules? Unless mandated in an organization’s bylaws (or required by State Code), Robert’s Rules aren’t necessary to conduct a board meeting. Quite frankly, they are rather cumbersome. There are 698 pages in the 2011 edition! However, following certain ‘rules’ will help maintain order, allow for relevant dialogue, and expedite decision-making.

Which of the rules are most relevant to nonprofit organizations? Ultimately, in my opinion, good policies, adherence to bylaws, and strong governance trump the ‘rules’ on any given day. However, I believe the rules pertaining to motions are helpful when a board has an important decision to make (such as new or non-budgeted financial commitment, new policy, or legal action). Formal or proper ‘motion protocol’ allows for respectful discussion and documentation regarding these key decisions. While there are actions that deviate from the following (such as approval of minutes and adjournment), decision-making for key issues should follow these 6 steps:

  1. Move/Make a motion I move to…
  2. Second a motion. Second…
  3. Restate the motion. It is moved and seconded to…
  4. Debate motion. Is there any discussion?
  5. Vote on motion. Those in favor of …, say “Aye”…, those opposed, say ‘No’
  6. Announce the vote. The ayes have it, and the motion carries.

When in doubt, refer to the official “Robert’s Rules” for correct protocol. However, advance meeting preparation, a thoughtful agenda, and good facilitation will also contribute to an orderly and productive meeting. I should think General Robert would be impressed at how far we’ve come.

Related Insights
DHM Blog Pic edited

Is Your Investment Spending Policy Sustainable?

Whether in portfolios of our own or for those for whom we have fiduciary responsibility, like our favorite non-profit organizations, it's important for us to remain aware of anticipated net distribution rates and investment returns for the asset allocation strategy selected for the portfolio's investments.

Read More
I Stock 621904232 NAS KAM edited

Bequests and Beneficiary Designations: Simple Ways to Leave a Legacy

Implementing a planned giving program can be overwhelming and costly. But it's important to let your donors and constituents know you are open for business and ready to accept charitable legacies through bequests and beneficiary designations. Learn more.

Read More
I Stock 1047813448 BTG Blog NAS edited

AN URGE TO GIVE: Considerations for Year-End Giving

From an early age, we learn the fundamental principles of gathering and accumulating. Yet, most individuals and families in the U.S. freely give away their assets to support others. Here's a deeper dive into who, how, and why people give, along with some commonly held philanthropy myths and who benefits from the generosity.

Read More
Play