Executive Committees

[Guest wwdslovene]

Our Board has an executive Committee, and the only restrictions placed on it are that it "shall be subject to the orders of the Board and none of its acts shall conflcit with actions taken by the Board."

I have read variously that an excutive committee has the full power of the Board (p.468), and I've also read that Executive meetings are to handle

only emergency matters such as an urgent leak which needs to be repaired, etc. Does the truth lie somewhere in between?

A specific example: can an executive committee designate and select the members of a special committee to study and revise the bylaws of an

organization without approval of the Board?

[Chris Harrison]

Our Board has an executive Committee, and the only restrictions placed on it are that it "shall be subject to the orders of the Board and none of its acts shall conflcit with actions taken by the Board."

OK.

I have read variously that an excutive committee has the full power of the Board (p.468),

Well you didn't read it fully. Read lines 14-15 also.

and I've also read that Executive meetings are to handle only emergency matters such as an urgent leak which needs to be repaired, etc. Does the truth lie somewhere in between?

They can handled what the bylaws say they can handle.

A specific example: can an executive committee designate and select the members of a special committee to study and revise the bylaws of an organization without approval of the Board?

I don't see why not assuming that the Board had not already disposed of a motion to do that (temporarily or permanently). See Official Interpretations 2006-12 & 13.

[Gary Novosielski]

Our Board has an executive Committee, and the only restrictions placed on it are that it "shall be subject to the orders of the Board and none of its acts shall conflcit with actions taken by the Board."

I have read variously that an excutive committee has the full power of the Board (p.468), and I've also read that Executive meetings are to handle

only emergency matters such as an urgent leak which needs to be repaired, etc. Does the truth lie somewhere in between?

A specific example: can an executive committee designate and select the members of a special committee to study and revise the bylaws of an

organization without approval of the Board?

If they do so "subject to the orders of the board" they should be fine. It's up to your membership to determine what exactly that means.

Normally the function of the Executive Committee is to exercise the power of the board between board meetings, just as the board exercises the power of the society between meetings of the society. (RONR p. 468, l. 8-27) They would be well-advised not to take up matters on their own which could reasonably wait until the next board meeting. If I were on the board, that's what I would expect.

But if the board does not like what the EC does, it can certainly instruct them to do things differently. And the Executive Committee should be required to report its activities to the Board at each Board meeting.

As to your specific question, I'm not comfortable with the idea of the EC creating committees. I would suggest that since the EC is exercising the Board's power, any committees it is permitted to create, if any, would be committees of the board, and would therefore report not to the EC, but to the board itself. But let's see what others think about the committee question.

[Josh Martin]

I would suggest that since the EC is exercising the Board's power, any committees it is permitted to create, if any, would be committees of the board, and would therefore report not to the EC, but to the board itself. But let's see what others think about the committee question.

That doesn't make any sense. By that logic, that would mean that since the board is exercising the society's power, committees created by the board would report to the society, but we know that is not the case. The executive committee is free to create committees, and they would report to the executive committee. In this particular case, since the committee is tasked with amending the Bylaws, the committee would report to the executive committee, the executive committee would report to the board, and the board would report to the general membership. That seems like a lot of unnecessary steps, but it does not violate any parliamentary rule.

[hmtcastle]

Our Board has an executive Committee . . .

While I suppose that's technically accurate, it might be better to think of the executive committee as a "board within a board" (which is how RONR describes it) rather than as a committee of the board.

Just as boards are created when an organization is too large or too geographically dispersed to meet frequently, executive committees are often created when the board is large. A small organization that meets frequently may have no need for a board and a small board that meets frequently may have no need for an executive committee.