Board chair is ex officio member of all committee

[Guest PRF swash]

Board chair was absent for multiple meeting of a special committee of which he is an ex officio member. After three months of meeting, the board chair enters into meetings and is unhappy with the direction of that the committee has taken and aims to stall the committees presentation by vetting into executive committee.

1. The board tasked the committee at a regular meeting so we believe power is at board level

2. What obligation respect does the committee have to give to the board chair especially when the committees report is due by the end of the month.

3. How can the report get submitted in a proper way to the board over the board chair objections

Is is acceptable to notify board members that in fact the report by the subcommittee is finished in an open email and let the entirety of the board directors know of the stall

Any advise would be helpful

[Guest Edgar]

Any advice would be helpful

The chairman of the board is just one of many committee members. He has the same status as any other committee member. No more. no less. At meetings of the committee he takes off his board chairman hat and puts on a committee member's hat. Anything he does outside the context of a meeting he does as an individual. His status as chairman of the board is only a factor at meetings of the board (unless your bylaws give some some additional, administrative, authority).

[Trina]

In other words, he can't unilaterally stall the committee, unless the committee lets him get away with it.

[Bruce Lages]

And as to your third question, a majority vote by the committee is sufficient to adopt the committee's report for presentation to the board, regardless of any objections by any single member (assuming there's more than two people on the committee).