ViCA Posted August 3, 2011 at 07:12 PM Report Share Posted August 3, 2011 at 07:12 PM I have tried to find these answers in RROO but must admit that I am extremely new to the Parliamentary Procedures. I can not find WHO can be appointed to Standing or Special Committee members. Looking for some clarity to the questions below which relate to a situation that may need to be exposed.When a BOD wants to move forward with a change but needs the recommendation of a Special Committee (aka Task Force) can the BOD appoint BOD Members only as the Special Committee? Would that Special Committee indeed be considered an Ad Hoc Committee since it has a designated single task to accomplish? Would the Special Committee being comprised of BOD members only then be considered and/or misconstrued as "Secret Meeting" of the BOD?Would it then be a conflict for the BOD to seat only BOD members on the Special Committee if the end result is indeed in line with the change that the BOD is wanting to put in place?If the BOD does indeed establish the committee to bring forth a recommendation would there then be a conflict in regards to neutrality if only BOD members were the committee? Thank you for any assistance you can provide in this matter. Link to comment Share on other sites More sharing options...
George Mervosh Posted August 3, 2011 at 07:21 PM Report Share Posted August 3, 2011 at 07:21 PM Answers interspersed:I have tried to find these answers in RROO but must admit that I am extremely new to the Parliamentary Procedures. I can not find WHO can be appointed to Standing or Special Committee members. Looking for some clarity to the questions below which relate to a situation that may need to be exposed.When a BOD wants to move forward with a change but needs the recommendation of a Special Committee (aka Task Force) can the BOD appoint BOD Members only as the Special Committee? YesWould that Special Committee indeed be considered an Ad Hoc Committee since it has a designated single task to accomplish? Yes, Special/Ad Hoc - same thing Would the Special Committee being comprised of BOD members only then be considered and/or misconstrued as "Secret Meeting" of the BOD?A meeeting of the committee members is just that......a meeting of the committee members.Would it then be a conflict for the BOD to seat only BOD members on the Special Committee if the end result is indeed in line with the change that the BOD is wanting to put in place?No.If the BOD does indeed establish the committee to bring forth a recommendation would there then be a conflict in regards to neutrality if only BOD members were the committee? No.Thank you for any assistance you can provide in this matter.You're welcome Link to comment Share on other sites More sharing options...
jstackpo Posted August 3, 2011 at 07:24 PM Report Share Posted August 3, 2011 at 07:24 PM In the order you asked....BOD Members only? Presuming the Board has the authority to appoint members to committees (check your bylaws, sometimes that authority is given exclusively to the president), yes, the board can appoint whomever it wishes to a committee."Special Committee" and "Ad hoc committee" are synonyms.Secret meeting? No. The committee can decide on the secrecy question for itself.Conflict? No. (Or better, RONR doesn't say what a "conflict of interest" might be -- such definitions are up to your association.)Conflict 2: No. Link to comment Share on other sites More sharing options...
ViCA Posted August 3, 2011 at 07:42 PM Author Report Share Posted August 3, 2011 at 07:42 PM Answers interspersed: If a BOD can establish a Committee to make a recommendation to the BOD based on the BOD already in alignment to make that change happen where then is the oversite for an established BOD to make changes without member knowledge in a non-profit organization of members? Link to comment Share on other sites More sharing options...
George Mervosh Posted August 3, 2011 at 07:55 PM Report Share Posted August 3, 2011 at 07:55 PM If a BOD can establish a Committee to make a recommendation to the BOD based on the BOD already in alignment to make that change happen where then is the oversite for an established BOD to make changes without member knowledge in a non-profit organization of members?The bylaws.If the bylaws grant the Board exclusive authority over the matter, that's that. If not, see this. Link to comment Share on other sites More sharing options...
Rev Ed Posted August 3, 2011 at 08:51 PM Report Share Posted August 3, 2011 at 08:51 PM When a BOD wants to move forward with a change but needs the recommendation of a Special Committee (aka Task Force) can the BOD appoint BOD Members only as the Special Committee? Yes. However, it would be pointless to do so if they do not want non-Board members on the Committee, as the Board could simply discuss the issue over several meetings or hold a single special meeting if allowed.Would that Special Committee indeed be considered an Ad Hoc Committee since it has a designated single task to accomplish? Yes it would.Would the Special Committee being comprised of BOD members only then be considered and/or misconstrued as "Secret Meeting" of the BOD?No. It would still be a meeting. However, see my response to the first answer for more information.Would it then be a conflict for the BOD to seat only BOD members on the Special Committee if the end result is indeed in line with the change that the BOD is wanting to put in place?No. However, the By-laws may state the rules of how members to a Committee (Special or Standing) and the Board would have to follow these rules.If the BOD does indeed establish the committee to bring forth a recommendation would there then be a conflict in regards to neutrality if only BOD members were the committee? No. However, the first answer is applicable again.A Committee should contain members who are on the Board and not on the Board. The reason for having Board members on the Board would allow the Committee to have a link with the Board. However, the non-Board members can bring their experience and knowledge to provide more information and perhaps better recommendations. Link to comment Share on other sites More sharing options...
Gary c Tesser Posted August 3, 2011 at 10:41 PM Report Share Posted August 3, 2011 at 10:41 PM A Committee should contain members who are on the Board and not on the Board. The reason for having Board members on the Board would allow the Committee to have a link with the Board. However, the non-Board members can bring their experience and knowledge to provide more information and perhaps better recommendations.Rev, c'mon! Link to comment Share on other sites More sharing options...
Josh Martin Posted August 4, 2011 at 12:32 AM Report Share Posted August 4, 2011 at 12:32 AM However, it would be pointless to do so if they do not want non-Board members on the Committee, as the Board could simply discuss the issue over several meetings or hold a single special meeting if allowed.As I understand it, the Bylaws require that the issue in question be recommended by a special committee. I assume this was intended as a "check" on the board, however, the drafters of the rule apparently didn't think it through enough.A Committee should contain members who are on the Board and not on the Board. The reason for having Board members on the Board would allow the Committee to have a link with the Board. However, the non-Board members can bring their experience and knowledge to provide more information and perhaps better recommendations.I think you need to be more careful about distinguishing your personal opinion from the rules of RONR. Link to comment Share on other sites More sharing options...
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