Committee right to use e-mail in its work

[Guest JHLee]

Our bylaws state "The bylaws of all constituent organizations shall prohibit voting by proxy, mail (including electronic communications), or absentee." Committee work has generally been done by email and conference call. A member is protesting committees using email. My thoughts are that the committees are merely doing the legwork and bringing recommendations back to our board of directors for action. In reality the committees are really getting a consensus and asking the board to take all actions so the board is prohibited from using email in taking action but committee work isn't actually a vote since the action comes from the board. What do you think?

[Mr. J!]

RONR does not permit a committee to vote by email. More importantly, your bylaws would not appear to do so either.

[Tim Wynn]

Our bylaws state "The bylaws of all constituent organizations shall prohibit voting by proxy, mail (including electronic communications), or absentee."

Well, interpretation of the bylaws won't be possible on this forum.

Committee work has generally been done by email and conference call.

You mean your committees don't ever hold meetings?

A member is protesting committees using email.

From the little patch of bylaws you've mentioned here, it sounds like voting by e-mail is the problem. If your bylaws prohibit voting by car horn, it doesn't mean you can't blast your displeasure at fellow motorists on your commute home.

My thoughts are that the committees are merely doing the legwork and bringing recommendations back to our board of directors for action.

That's what they're doing, but the only way to report a recommendation to the board is to first VOTE on it in the committee. "... a report of a board or committee can contain only what has been agreed to by a majority vote... at a meeting..." - RONR(10th ed.), p. 485, l. 21-24

"In the case of a committee, however, if it is impractical to bring its members together for a meeting, the report of the committee can contain what has been agreed to by every one of its members." - RONR(10th ed.), p. 485, l. 32-35 The definition of "impractical" is debatable; "every one" seems clear cut.

In reality the committees are really getting a consensus and asking the board to take all actions

The committee doesn't ask the board to take action. The committee answers to the board. That's like saying the private asks the general to make the decision.

so the board is prohibited from using email in taking action but committee work isn't actually a vote since the action comes from the board.

A committee is constituted to consider, investigate, or take action on certain matters or subjects. In regards to the matters or subjects referred to it, the committee is doing the work.

Voting takes place in committees.

Absentee voting is not allowed unless it is expressly authorized in the bylaws. Since your bylaws prohibit it, I'm guessing they don't authorize it anywhere.

[Guest JHLee]

Our committees are statewide and so it would be costly to meet in person on a regular basis...therefore work is usually discussed through email or conference call...the chair sends a report of the committees findings ...all recommendations go to the board for action.....should a member wish they are always entitled to submit a minority statement with the recommendations of the rest of the group

[Josh Martin]

Our bylaws state "The bylaws of all constituent organizations shall prohibit voting by proxy, mail (including electronic communications), or absentee." Committee work has generally been done by email and conference call. A member is protesting committees using email. My thoughts are that the committees are merely doing the legwork and bringing recommendations back to our board of directors for action. In reality the committees are really getting a consensus and asking the board to take all actions so the board is prohibited from using email in taking action but committee work isn't actually a vote since the action comes from the board. What do you think?

Our committees are statewide and so it would be costly to meet in person on a regular basis...therefore work is usually discussed through email or conference call...the chair sends a report of the committees findings ...all recommendations go to the board for action.....should a member wish they are always entitled to submit a minority statement with the recommendations of the rest of the group

Based on your description of these committees, it appears to me that RONR would permit the committees to conduct business by e-mail. (RONR, 10th ed., pg. 485, line 35 - pg. 486, line 3) Whether your Bylaws would permit this is a question your society will need to determine for itself. (RONR, 10th ed., pgs. 570-573)

I would note, however, that although the committee's report is only a recommendation, the committee members still vote. Also, the word "consensus" is somewhat of a dirty word in parliamentary circles. (RONR, 10th ed., pg. xliv, line 28 - pg. xlv, line 12) Finally, note that members are not entitled to submit a minority report - permission from the board is required for such a privilege, although it may well be the custom of your board to normally grant such permission by unanimous consent. (RONR, 10th ed., pg. 511, lines 18-30)

RONR does not permit a committee to vote by email.

Absentee voting is not allowed unless it is expressly authorized in the bylaws. Since your bylaws prohibit it, I'm guessing they don't authorize it anywhere.

I think your bylaws are probably clear on the issue, but if they don't clearly authorize e-mail voting, it can't be done.

Mr. J! and Mr. Wynn, RONR is actually much more lenient for committees in regards to this issue. As I understand the text, it is inappropriate for a committee which normally meets in person to conduct business by absentee means unless authorized by the Bylaws, but many committees are expected to conduct most or all of their business by correspondence, and in such a case the reports include what is agreed to by a majority of the members. (RONR, 10th ed., pg. 482, line 28 - pg. 483, line 5; pg. 485, line 35 - pg. 486, line 3) Whether the organization's Bylaws would prohibit absentee voting in committees is another question entirely.

[Tim Wynn]

As I understand the text, it is inappropriate for a committee which normally meets in person to conduct business by absentee means unless authorized by the Bylaws, but many committees are expected to conduct most or all of their business by correspondence, and in such a case the reports include what is agreed to by a majority of the members.

RONR sets some conditions for this.

"If a committee is appointed from different sections of the country with the expectation that its work will be done by correspondence, its report can only contain what is agreed to by a majority of its members."

If a committee meets these criteria and still normally meets in person, I see no implication that the above passage no longer applies to it.

If a committee doesn't meet these criteria, I see no implication that this passage can be applied to it.

[Josh Martin]

RONR sets some conditions for this.

"If a committee is appointed from different sections of the country with the expectation that its work will be done by correspondence, its report can only contain what is agreed to by a majority of its members."

If a committee meets these criteria and still normally meets in person, I see no implication that the above passage no longer applies to it.

If a committee doesn't meet these criteria, I see no implication that this passage can be applied to it.

Well, fair enough. I had this notion that the expectations would match up to reality, especially since the "expectations" are likely coming from the assembly that created the committee. I still assert that the committees in this question appear to meet the criteria laid out by RONR. The members are geographically scattered (the fact that they are all in the same state does not, in my mind, conflict with the "from different sections of the country" language, as states can be quite large), and it appears that the expectation is that work will be done by correspondence (although if the complaining member is indicative of the majority and not just one individual, I might be wrong on the latter).

[Tim Wynn]

Well, fair enough. I had this notion that the expectations would match up to reality, especially since the "expectations" are likely coming from the assembly that created the committee. I still assert that the committees in this question appear to meet the criteria laid out by RONR. The members are geographically scattered (the fact that they are all in the same state does not, in my mind, conflict with the "from different sections of the country" language, as states can be quite large), and it appears that the expectation is that work will be done by correspondence (although if the complaining member is indicative of the majority and not just one individual, I might be wrong on the latter).

All of your assertions seem fair as well, as usual. The fact is we would need more information to know exactly what applies to the committees indicated by the original poster. He uses terms like "usually," and "has generally been done by e-mail." He also mixes the concepts of "work being done" and "voting." Also, he mentions a bylaw that prohibits absentee voting, but the rules we're discussing are concerned with agreement of members -- not voting.