Rescinding a Decision
Adams Stirling PLC


QUESTION: Our board voted to make a repair and recorded the vote in the minutes. At its very next meeting, they voted not to make the repair. Can the board change its mind like that?

ANSWER: Yes, boards can change their minds by rescinding and amending motions that were previously adopted. (Roberts Rules, 11th ed., p. 305.) Boards may receive new information that cause them to modify spending priorities. In addition, subsequent boards are not bound by the decisions of prior boards. Subsequent boards are free to change direction by a majority vote of a quorum of the board. However, boards are subject to any contracts entered into by prior boards and should not repudiate contracts without advice of counsel.

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Adams Stirling PLC