Conflict of Interest and Conflicting votes?

[Guest Nick]

Hi!

Our Grievance Committee received a Grievance and followed the steps outlined (reviews the complaint, talks to witnesses, etc. then gives a recommendation to the Board of Directors.

When the Board met, its Members voted on the recommendations of the committee and approved them.

One of the approved motions was to "give 30 days for a confession, make restitution, and no further repercussions".

However, once the confession was made and the restitution was met, the committee wishes to discuss further about a potential resignation of the person that made the confession and restitution and have the Board vote on that.

Two Part Question:

1. Would there be a conflict of interest if three of the Grievance Committee's members are also Board members? Would they be expected to exclude themselves from the vote?

2. Can the Grievance committee and Board vote on an issue such as this if the Board already voted for no further repercussions?

Thanks

[Josh Martin]

Our Grievance Committee received a Grievance and followed the steps outlined (reviews the complaint, talks to witnesses, etc. then gives a recommendation to the Board of Directors.

When the Board met, its Members voted on the recommendations of the committee and approved them.

One of the approved motions was to "give 30 days for a confession, make restitution, and no further repercussions".

However, once the confession was made and the restitution was met, the committee wishes to discuss further about a potential resignation of the person that made the confession and restitution and have the Board vote on that.

Firstly, I should note that since your society has its own customized procedures for discipline, it will ultimately be up to your society to interpret its own rules. See RONR, 11th ed., pgs. 588-591 for some Principles of Interpretation. I will do my best to answer these questions based solely upon RONR.

1. Would there be a conflict of interest if three of the Grievance Committee's members are also Board members? Would they be expected to exclude themselves from the vote?

RONR does not define the term "conflict of interest." It does note that a member should abstain if he has a personal or pecuniary interest not in common with other members, but he cannot be compelled to abstain. As a general rule, I do not think that a member has a personal interest solely because he is on the committee and the parent assembly, even in cases of discipline. It will ultimately be up to the members to determine if they have such an interest and should abstain.

2. Can the Grievance committee and Board vote on an issue such as this if the Board already voted for no further repercussions?

So far as RONR is concerned, it is permissible as a general rule to either rescind or amend the previously adopted motion, which requires a 2/3 vote, a vote of a majority of the entire membership, or a majority vote with previous notice. This applies only to the board - the grievance committee is free to recommend that the board rescind or amend its previous motion, and it will only take a majority vote without notice to adopt such a recommendation.

In the case of discipline, however, there are protections in place for the accused. When the disciplinary process has been concluded, if the society wished to take further action, it could... but it would be necessary to start the entire process over again.

Your society, however, has its own customized disciplinary procedures which supersede RONR, and your society will need to interpret how they apply here.

[Gary Novosielski]

It seems to me that if the board has already voted on the reported recommendation of the committee, the committee no longer has this matter under its consideration. So I'm not convinced that the grievance committee is free to make additional recommendations to the board on this particular case, having already reported it out.

It would depend on how matters are referred to the grievance committee, and whether it has the power to initiate actions on its own.