Steve Zach Boardman & Clark LLP (608) 283-1736 szach@boardmanclark

1. Wisconsin Association of School Superintendent AssistantsFourteenth Annual Fall WorkshopFUNDAMENTALS OF THE FUNDAMENTALS: MEETINGS, MINUTES, AGENDAS AND NOTICES Steve Zach Boardman & Clark LLP (608) 283-1736 szach@boardmanclark.com

2. Board Meetings • School boards must hold regular meetings at least once each month and at other times as permitted by statute. • Properly noticed meetings are the only time school board members can conduct business and take action as the governing body for the school district. • Board members may not act separately or independently on behalf of the school district, but must act as a board.

3. Board Meetings • Types • Special Meeting • Must be held upon request of a Board members • Notice requirements • “All present and consent” • Organizational Meeting • Must be held on or within 30 days after the fourth Monday in April • Election of Officers – general or secret ballot

4. Board Meetings • Types • Regular • The Board must meet at least one time per month at a time and place determined by the Board • Annual • Per statute or between May 15 and October 31 as established by electors

5. Open Meetings Law • Governmental Body • The Board • Standing Board Committees • Task Forces • Board appointed groups to accomplish a task • Collective bargaining committee – not a body, except for the initial exchange of proposals

6. Open Meetings Law • Meeting • A “meeting” is defined as “the convening of members of a governmental body for the purpose of exercising the responsibilities, authority, power or duties delegated to or vested in the body.” Wis. Stat. § 19.82(2). • If one-half or more of the members of a governmental body are present, the meeting is presumed to be for the purpose of exercising the responsibilities, authority, power or duties delegated to or vested in the body. The governmental body may rebut this presumption. • The term “meeting” does not include any social or chance gathering or conference which is not intended to avoid the Open Meetings Law. • Walking quorums.

7. Agendas and Notice • Agendas • Defined by Board policy and statute (budget). • Elements/Items (Action, Information, Discussion). • Consent Agenda. • Determination of Agenda Items. • Amendment.

8. Agendas and Notice • Notice • As required by statute. • Public – Three locations in the district or paid publication in media within jurisdiction. • News media upon written request. • Official newspaper or medium likely to give notice in the area.

9. Agendas and Notice • Notice • Location – “reasonably accessible to the public” • Time • 24 hours or 2 hours for “good cause” • Content • Time, date and place. • Subject matter – how much specificity? • Closed session and reconvening in open w/in 12 hours. • Separate notices for each meeting.

10. Conduct of Meeting • Procedures • The Board adopts it own procedural policies. • Motions • Main - debate, passage, amendments. • Subsidiary – postpone, refer or table. • Incidental – point of order, division of the house. • Privileged – recess or adjourn.

11. Open/Closed Sessions • Meetings must be held in open session unless a specific statutory exception applies. • Every meeting must be convened in open session. • A meeting cannot be convened unless there is a quorum and proper notice of the meeting.

12. Open/Closed Sessions • Closed Sessions • Must be properly noticed. • Presiding officer must state the nature of the business and the specific exemption. • The motion to go into closed session must pass by majority vote – roll call.

13. Open/Closed Sessions • Closed Sessions • No business may be taken up in closed session except that which is posted and announced. • Attendance – members, staff and relevant non-members. • Confidentiality.

14. Open/Closed Sessions • Closed Session • Judicial or quasi-judicial hearings. • Dismissal, demotion, discipline, licensing or tenure (notice). • Employment, promotion, compensation and performance evaluations.

15. Open/Closed Session • Closed Session • Financial, medical, social or personal information with adverse effect on reputation. • Deliberate, negotiate, purchase, or invest public funds or whenever competitive reasons require. • Confer with legal counsel regarding litigation.

16. Voting • A governmental body should vote in open session unless the vote is clearly an integral part of deliberations authorized to be conducted in closed session. In other words, a board should vote in open session unless doing so would compromise the need for closed session. • No secret ballot may be utilized to determine any election or other decision of a governmental body except the election of the officers of such body in any meeting.

17. Voting • Except in the case of election of officers by secret ballot, any member of a governmental body may require that a vote be taken at any meeting in such manner that the vote of each member is ascertained and recorded(roll call). • In instances where a statute does not require voting in a form that the vote of each member must be ascertained and recorded, and where no member requires the vote to be taken in that manner, action may be by voice vote or by hand vote. • No proxy voting. • Order – by policy or practice.

18. Voting • In order to pass, a main motion must receive a majority vote of the members present, unless there are other requirements set by statute, by-laws, or board policy. • Abstentions • Duty to vote. • Conflict of interest/Public Contracts. • An abstention is not counted in the vote total. A vote can be deemed passed when a plurality of the votes actually cast are in the affirmative, even though one or more members abstain (or even cast a blank ballot) and no majority vote results, as long as the total votes cast provide a quorum. There is some authority that a member who abstains in voting so as not to create a quorum voters shall be deemed to have voted affirmatively.

19. Public Participation • A public notice of a meeting of a governmental body may provide for a period of public comment, during which the body may receive information from members of the public. • During a period of public comment included in a meeting’s public notice, a governmental body may discuss any matter raised by the public. • The fact that meetings are open to the public does not mean that individuals other than board or committee members have a right to speak or otherwise participate in meetings.

20. Public Participation • If a subject that was not specifically noticed comes up at the meeting, however, the board should refrain from engaging in any information gathering or discussion or from taking any action that would deprive the public of information about the conduct of governmental business. • School boards should be aware of the potential for liability when defamatory remarks are made at public board meetings, whether they are made by board members themselves or members of the public.

21. Electronic Issues • Telephone or other electronic participation. • Emails. • Instant Messaging.

22. Minutes • The school district clerk is responsible for recording the minutes of all school board meetings, including both open and closed sessions, and for entering in the record book provided by the school board the minutes of the meetings. • Minutes should, at a minimum, reflect the “substance of every official action” taken by the board in both open and closed session. • Substance” is defined as “an intelligible abstract of synopsis of the essential elements of the official action taken by a local governing body, including the subject matter of a motion, the persons making and seconding the motion and the roll call vote on the motion.”

23. Minutes • Motions and roll call votes of each meeting of a governmental body be recorded, preserved, and open to public inspection to the extent prescribed under the Wisconsin Public Records Law. Wis. Stat. § 19.88(3). • This applies for open and closed sessions of the meeting. • This rule also applies to meetings of all “governmental bodies,” even those committees that fall within this term. • In most instances, the minutes of the meeting serve as the record complying with this requirement.

24. Minutes • The proceedings of a school board meeting (both open and closed sessions) must be published within 45 days after the meeting as a class I notice in a newspaper published in the district. • The notice should include the substance of every official action taken by the board and a statement of receipts and expenditures in the aggregate. Wis. Stat. §§ 120.11(4) and 120.43(4). • The Attorney General has taken the position that these publication requirements apply to proceedings conducted in closed, as well as open, sessions. However, according to the Attorney General, the board should keep any portion of the recorded proceedings of the closed session confidential, if the public interest demands continued confidential treatment.

25. Minutes • Retention • School board meeting minutes must be retained at least for a minimum of seven (7) years, except as otherwise provided by the public records board. Wis. Stat. § 19.21(6). • Tape recordings used for the purpose of preparing minutes may be destroyed no sooner than 90 days after the minutes have been approved and published. Wis. Stat. § 19.21(7). • Best practice: permanent retention of school board meeting minutes is strongly recommended.