Jump to content
The Official RONR Q & A Forums

Bylaws vs Policy and Procedures Manual


Guest Guest

Recommended Posts

If the Bylaws approved by the Board of Directors provides restrictions on whom can be a member of a standing committee, (for example, committee members must be as diverse as possible), can the Executive Committee approve a policy in a Policy and Procedures Manual which adds further restrictions (for example, one committee member must be from a university and one must be from a community college and members must be from two different regions of the state)? 

Link to comment
Share on other sites

2 hours ago, Guest Guest said:

B1.) Committee members must be as diverse as possible.

P1.) One committee member must be from a university, and one must be from a community college; and members must be from two different regions of the state.

Here is one way to attack the problem.

***

If the hypothetical bylaw (B1) provides a generic description, like "Be diverse!", and provides no other direction, then a policy (see hypothetical P1) which matches the generic description could be considered proper fulfillment of the generic description of one's bylaws-level rule.

So, in your example, I see no conflict.

As soon as a policy is created which starts to collapse the "diversity" to a narrower range, then you could make a strong argument that the policy is in violation of the bylaws.

***

How else would you implement a "goal" or "ideal" of "X as much as possible", where there is no line drawn on "by what measure shall we use for measuring the X of our committee members?"

X might represent (a.) religious affiliation; (b.) sexual orientation; (c.) political affiliation; (d.) racial affiliation; (e.) geographical affiliation; (f.) age; (g.) level of experience; etc.

You'll have to grab on to at least one category, if not all categories, to achieve such a lofty goal as "diversity." (Whatever that is.)

 

Link to comment
Share on other sites

Does it make any difference that the Board of Directors approves the Bylaws but the Executive Committee approves the Policy and Procedures Manual? The Policy and Procedures Manual is in the process of being created. My question is should additional restrictions be handled as an amendment to Bylaws and voted on by the Board?

Link to comment
Share on other sites

The provisions in the policies and procedures manual must conform to and not conflict with the bylaws.  Any provision in the manual which conflicts with a bylaw is null and void.  It constitutes a continuing breach and is subject to a point of order at any time.

If it is desired to have a new "rule" that conflicts with the bylaws, the bylaws themselves should be amended to include the new provision. 

Edited to add:  It is ultimately up to your organization to interpret its own bylaws and rules and to determine whether a rule or provision in the policies and procedures manual is a permissible refinement (or interpretation) of the bylaws or if it is an impermissible infringement of the bylaws.

Link to comment
Share on other sites

Archived

This topic is now archived and is closed to further replies.

×
×
  • Create New...