Parliamentary Guidance
Congregation Meeting in Time of Pandemic, Part II


The first installment in this series considered the option of not holding a Congregation Meeting. This installment will consider options for holding a Congregation Meeting in-person and electronically. Throughout this document, The Model refers to The Model Constitution for Congregations of the Evangelical Lutheran Church in America (2019), and RONR refers to Robert's Rules of Order, Newly Revised, 12th ed. (2020).

In-Person Meetings


Repeatedly check up-to-date info on threat levels, restrictions, and risk mitigation recommendations.... Have a plan in place to cancel if necessary.

An in-person Congregation Meeting should be no different than any other in-person meeting during COVID-19. The same advice on safety and risk mitigation applies. Risk mitigation recommendations, however, change (and change quickly). Repeatedly check up-to-date info on threat levels, restrictions, and risk mitigation recommendations applicable to your locality throughout the planning process and right up to the moment of the assembly. Have a plan in place to cancel if necessary.

Whether to hold an in-person meeting is an ethical question, and, as such, there is an ethical calculus to consider. There is risk to holding a meeting. There are benefits to holding a meeting. Undoubtedly, some wag will claim there is no benefit to a Congregation Meeting...ever...but we must attend to the temporalities of the church just as any business, government, or civic organization needs to think about the processing of bills, facilities maintenance, human resources, etc.. Benefit and risk, therefore, are held in tension in connection with our risk tolerance as a congregation and our ability to mitigate risks.

Any congregation might determine that, given its context and circumstances, the benefit of holding an in-person meeting does not outweigh the risks even when well-mitigated. Another congregation might determine that, given its context and circumstances, it is able to mitigate the risks sufficiently to tolerate an in-person meeting in light of the projected benefits of such a meeting. In short, what may be sensible for one congregation may not be sensible for another.

Determining what congregational business must be done by the Congregation Meeting instead of what may be done by the Congregation Council was discussed in the last installment. With respect to in-person meetings, if the business before the congregation is something that can be done by the Congregation Council, there is little reason to go through the trouble of mitigating risk---make no mistake, it is work to mitigate risk---in order to hold a meeting that does not need to take place. Still, there are matters of church business that, according to our governing documents, only the Congregation Meeting may act upon. There are also times when it is prudent to involve a body larger than the Congregation Council in decision making. The latter is a matter of balance, and, the greater the risk (and cost) in proportion to benefit, the less reason there is to assume the risk (and cost). The former, however, is a different matter. Some things might be properly taken up as emergency actions by the Congregation Council and later ratified, but other things (e.g., the calling/termination of a pastor, disaffiliation from the ELCA, sale/acquisition of church property, etc.) should never be left to Congregation Council. In this light, let us look at two basic options for an in-person meeting, indoor and outdoor.

General Note on Safety: Review Federal, state/commonwealth, and local safety guidelines and restrictions. Some will be quick to point out that, in some civil jurisdictions, churches are exempt from the guidelines imposed by the government on other entities. Even where this is the case, such exemption reasonably applies to the worship gathering; a strong case cannot be made to apply such exemption to the business meeting of the congregation. While some civil jurisdictions have been hesitant to place churches under the same restrictions as other entities, legal exemption should not be taken as recommendation to engage in imprudent activities. To be blunt, the Coronavirus cares no more for your religious liberty than a blizzard, fire, or flood cares. It is prudent to follow the recommendations of your local health department (and other health and safety authorities) applicable to any gathering of people. Remember: Just because something is legal doesn't mean that it's a good idea.

Pericles in Pnyx
Philipp von Foltz depicts the delivery of a funeral oration from the bema of the Pnyx in Perikles halt die Leichenrede (1852)

Outdoor Meetings

Unless your local congregation has an unusual rule specifying an indoor place for meetings, you may hold your Congregation Meeting in a parking lot, farm field, picnic grove, ball park, or any other outdoor venue where you can maintain risk mitigation practices appropriate to that venue. Some congregations have taken the call vote on a new pastor in their parking lots. It can be done. Indeed, there is something wonderfully poetic about the church (ἐκκλησία) meeting in the open air for business like the Athenian assembly (ἐκκλησία) in the Pnyx. There are, however, challenges that need to be addressed.

Safety

Be sure to read the general note on safety (supra). If your local health department has provided reasonable risk mitigation guidelines and is not warning people away from outdoor gatherings, consideration of an outdoor meeting is reasonable, assuming scrupulous implementation of applicable risk mitigation measures. As has been said, what is reasonable for one community may not be reasonable for another. Review those guidelines relevant for outdoor meetings and follow them carefully. This may mean masks, distancing, etc..

Here are some things that you should do:


Carefully examine potential venues with thought to meeting requirements.

Can everyone hear and participate?

As required in any deliberative assembly, members must be able to hear the chair and any others recognized to take the floor. There must also be adequate provision for members to engage in debate, raise points, and make motions. This will probably require amplification. It will also require greater care in arranging how people make motions, come to a mic, etc.. Carefully examine potential venues with thought to meeting requirements. Consider holding a tabletop exercise and even an on-site trial run to make sure that equipment and protocols work well. Think too, when selecting an outdoor venue, about ambient noise and distraction.

How do we vote?

Voting needs to be addressed with special attention to the challenges encountered in an outdoor venue. Review your options listed in RONR 45, "Regular Methods of Voting on Motions."

Indoor Meetings

Safety

Be sure to read the general note on safety (supra). With respect to Coronavirus, indoor meetings are riskier than outdoor meetings but should pose no greater risk than indoor worship. In short, if your congregation has developed a reasonable approach to indoor worship consistent with risk mitigation recommendations and restrictions, you should be able to translate those measures to your Congregation Meeting. Review those guidelines relevant for indoor meetings and follow them scrupulously. This will mean masks, distancing, time limit, ventilation, etc.. If your congregation has not returned to indoor worship, your congregation should probably not meet indoors.

When holding an indoor meeting, here are some things that you should do:


When caught between the rock and the hard place, it is reasonable to move the meeting to a larger venue.

A common concern is exceeding attendance caps established by either the government or calculated on the basis of physical distancing requirements as applied to the meeting room. To be honest, people don't usually beat down the doors to attend the Congregation Meeting. Think back over past attendance at your Congregation Meeting. For most congregations, attendance is usually less than worship attendance. If your pattern is one of fairly low numbers, do you expect the attendance at your next meeting to be dramatically higher? Does your anticipated attendance fall below your COVID-19 max capacity? If so, you are probably in good shape to hold your meeting as long as you follow all applicable risk mitigation measures. If attendance looks like it is going to exceed your COVID-19 max capacity, you need to think about other options. If, the day of the meeting, more are arriving than your COVID-19 max capacity allows, call off the meeting and prevent further entry into the room. Why? You should not have more people in your space than safety standards dictate. At the same time, you may not allow some voting members in and lock other other voter members out. When caught between the rock and the hard place, it is reasonable to move the meeting to a larger venue.

Keep the meeting as short as possible.


Avoid having people in the same space for more than 30 minutes.

The usual place and time

If your usual place and time is in the sanctuary right after worship, you need to rethink that. Avoid having people in the same space for more than 30 minutes. Allow time for air exchange in the space. Optimally, allow time for the virus to die on surfaces. Review all safety protocols recommended for indoor gatherings.

Meeting in some other venue

You may need to consider a different indoor venue if your sanctuary (or fellowship hall) cannot accommodate. Some options include

Electronic Meetings

Churchwide Assembly 2019 added a new recommended (but not required) provision to The Model Constitution for Congregations of the Evangelical Lutheran Church in America:

C10.08. This congregation may hold meetings by remote communication, including electronically and by telephone conference, as long as there is an opportunity for simultaneous aural communication. To the extent permitted by state law, notice of all meetings may be provided electronically.

Unfortunately, too few congregations regularly update their constitutions.

Little did the Churchwide Assembly consider just how useful this provision would prove to be. Unfortunately, too few congregations regularly update their constitutions. Any constitution that was last updated prior to the Churchwide Assembly's 2019 update of The Model will not have this provision. Even those that did update might have opted not to include this recommended provision. Some few congregations may have had enough foresight to create something similar to this and include it their constitutions or bylaws before 2019. You will need to check your governing documents. Two conditions are possible.

When your governing documents do include provision for electronic meeting

If C10.08 or something similar is included in your governing documents, electronic meetings are authorized, assuming they are legal in your state (as is the case in Maryland, Virginia, and West Virginia). If the provision is not identical to C10.08, you will have to follow the details of the provision as found in your governing documents. We will discuss adaptation of the rules that facilitate electronic meetings in the next installment of this series.

When your governing documents do not include provision for electronic meeting

A Pedantic Excursus on the Applicability of State/Commonwealth Code

The argument that state/commonwealth law permits electronic meetings even in the absence of C10.08 cannot be sustained in light of RONR and RONR's standing defined in The Model. In the interest of full disclosure, the commonly cited code is here provided.

  • Md. Code 2-409(a) Unless the bylaws of the corporation provide otherwise, a regular or special meeting of the board of directors may be held at any place in or out of the State or by means of remote communication. Also, Md. Code 2-409(d)(1) Unless restricted by the charter or bylaws of the corporation, members of the board of directors or a committee of the board may participate in a meeting by means of a conference telephone or other communications equipment if all persons participating in the meeting can hear each other at the same time.
  • Va. Code 13.1-864(B) Unless the articles of incorporation or bylaws provide otherwise, the board of directors may permit any or all directors to participate in a regular or special meeting by, or conduct the meeting through the use of, any means of communication by which all directors participating may simultaneously hear each other during the meeting. A director participating in a meeting by this means is deemed to be present in person at the meeting.
  • W. Va. Code 31E-8-820(b) Unless the articles of incorporation or bylaws provide otherwise, the board of directors may permit any or all directors to participate in a regular or special meeting by, or conduct the meeting through the use of, any means of communication by which all directors participating may simultaneously hear each other during the meeting. A director participating in a meeting by this means is deemed to be present in person at the meeting.
    • N.B., this is slightly different from the rule that would apply to the Congregation Meetings: W. Va. Code 31E-7-708(e) If the articles of incorporation or bylaws authorize the use of electronic communication for members' meetings, any or all of the members may participate in a regular or special meeting by, or conduct the meeting through the use of, any means of communication by which all members may simultaneously hear each other during the meeting.

First, you will note that Md. Code 2-409(a), a. Code 13.1-864(B), W. Va. Code 31E-8-820(b) all apply to the board of directors of an organization. Under The Model, the Congregation Council is the board of trustees (or directors). Furthermore, West Virginia is the odd jurisdiction because of the long history of not incorporating churches. Despite this, we generally defer to the provisions for non-profit corporations. Even so, the rule for the meeting of the general membership (Congregation Meeting) is more restrictive than the rule for the board of directors (Congregation Council).

The question, however, is moot. RONR is the parliamentary authority defined in The Model, and RONR states that a bylaw is required to allow electronic meetings. If a congregation had adopted RONR as its parliamentary authority through a mere special rule of order or continuing resolution (standing rule), a case might be made for the nullification of RONR's insistence upon an express bylaw permitting electronic meetings. It would still be a week case, as organizations have generally been permitted to constrain themselves.

It is important to remember that the civil codes were written to provide minimum provisions for organizations that might have minimal governing documents. The Model is far from minimal, and its authorization of RONR layers additional rules upon us. If a congregation were to rescind the provision defining RONR as the parliamentary authority---this is not recommended---without adopting another with an equally restrictive provision with respect to electronic meetings, then the state/commonwealth codes would come into full play.

Why you may not meet electronically

In the absence of such a provision, we default to the parliamentary authority defined in our governing documents, which, for most congregations, is Robert's Rules of Order, Newly Revised, latest edition. The 12th edition, released in early September, addresses many items related to electronic meetings, but one sentence is particularly important for congregations that have not adopted provision for electronic meetings:

Except as authorized in the bylaws, the business of an organization or board can be validly transacted only at a regular or properly called meeting---that is, as defined in 8:2(1), a single official gathering in one room or area---of the assembly of its members at which a quorum is present.(RONR [12 ed.] 9:30. Emphasis original)

To translate: Without an express provision in either your constitution or bylaws---RONR, treats both under the term, "bylaws"---you cannot hold an electronic meeting.

How you can meet electronically, but...

Now that we've said that you may not hold an electronic meeting, we're going to say that you can...sorta. All that we are about to say here falls under matters related to doing business in the absence of a quorum. Those familiar with the quorum rule know that "In the absence of a quorum, any business transacted (except for the procedural actions [outlined s.v., "Proceedings in the Absence of a Quorum"]) is null and void."(RONR [12th ed.] 40:6) Reading a little further, we the following discussion:

The prohibition against transacting business in the absence of a quorum cannot be waived even by unanimous consent, and a notice...cannot be validly given. If there is important business that should not be delayed until the next regular meeting, the assembly should fix the time for an adjourned meeting and then adjourn. If, instead, the members present take action informally in the absence of a quorum, they do so at their own risk. Although the assembly can later ratify their action..., it is under no obligation to do so.(RONR [12th ed.] 40:9)

While the context of this discussion is usually a failure to have the required number of members in attendance, it may be applied to any matter related to failure to hold a meeting with a proper quorum, including venue and notice. So, an electronic meeting, even with the entire membership present, held in contravention of the rules preventing an electronic meeting, is a meeting without quorum. Business conducted in such a meeting is null and void, but a properly convened meeting with quorum has the option, within limits, of ratifying actions so taken. Before going down this path, review carefully the rules related to ratification (q.v., RONR [12th ed.] 10:54-57). No action should be taken "informally" at a non-quorum meeting that cannot be properly ratified. Furthermore, any action which would be closely contested should be avoided. This option should only be used for actions that are so pressing and necessary that they should not wait for a proper meeting. While we do not recommend holding a technically illegal meeting, we also understand that a furnace may need to be fixed before a proper meeting can be held, especially in January. Certain items of business, however, should never be conducted in a non-quorum meeting, e.g., the call or termination of new pastor, the purchase or sale of property, amendment of governing documents, etc.. Consult with the bishop or any of the synod parliamentarians before planning a non-quorum electronic meeting.

✠Riegel

Revised 10/7/20.


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West Virginia-Western Maryland Synod, ℅ St. Paul Lutheran Church, 309 Baldwin Street, Morgantown, WV 26505
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