Committee Chairs Appointed by the President - A few questions

[RRLearner]

I am on the executive board of a small nonprofit organization - we have a total membership of about 100 members. There are 7 members of the executive board and they are all elected by the members for 2 year terms. The bylaws state that the president of the organization will appoint all committee chairs, but doesn't go into any further detail regarding committee chairs/appointments/removal of chairs/etc and does not detail how the committee chair puts the actual committee together (many of our committee chairs actually just operate as a committee of one to do the work, others recruit other members to work with them on the committee)

A few questions about Committee Chairs:

1. Do Committee Chair appointments by the President need to be recorded anywhere or motioned and voted by the chapter and/or executive board?
2. Once a Committee Chair is appointed, can the Chair be removed by the President at will (the bylaws do not state that the committee chair serves at will, just that they are appointed by the President)? Or is a vote of the executive board or total membership required? For instance, if the President decides he/she wants to remove that Committee Chair and appoint someone else?
3. May a Committee Chair select the members of her own committee whoever he/she likes? Or how do members become part of a committee? Must the membership vote to approve the members of a committee?
4. May the President tell a Committee Chair that a specific member cannot be on the committee? We had an issue where the Committee Chair who was appointed wanted a new member to be on the committee, but the President said - no, that person is too new, they can't serve on your committee. Does the President have that power to micromanage the Committee Chair and then threaten to remove them and appoint someone else, if the Chair doesn't do what they want?

Thanks!

[Richard Brown]

11 minutes ago, RRLearner said:

I am on the executive board of a small nonprofit organization - we have a total membership of about 100 members. There are 7 members of the executive board and they are all elected by the members for 2 year terms. The bylaws state that the president of the organization will appoint all committee chairs, but doesn't go into any further detail regarding committee chairs/appointments/removal of chairs/etc and does not detail how the committee chair puts the actual committee together (many of our committee chairs actually just operate as a committee of one to do the work, others recruit other members to work with them on the committee)

A few questions about Committee Chairs:

1. Do Committee Chair appointments by the President need to be recorded anywhere or motioned and voted by the chapter and/or executive board?

 

1

Yes, all appointments should be recorded in the minutes.  Approval of committee chairs is not needed unless required by the bylaws. Based on your statement of what your bylaws say, the president alone has the power to appoint the committee chairs.

13 minutes ago, RRLearner said:

 

2. Once a Committee Chair is appointed, can the Chair be removed by the President at will (the bylaws do not state that the committee chair serves at will, just that they are appointed by the President)? Or is a vote of the executive board or total membership required? For instance, if the President decides he/she wants to remove that Committee Chair and appoint someone else?
 

 

Yes.  The president can remove committee chairs at will. The power to appoint carries with it the power to remove and replace.  No approval is needed.

15 minutes ago, RRLearner said:

3. May a Committee Chair select the members of her own committee whoever he/she likes? Or how do members become part of a committee? Must the membership vote to approve the members of a committee

 

No, committee chairs do not get to select the members of their committees UNLESS the bylaws or a motion establishing the committee give the chairs that power.  If the bylaws and/or the motion creating the committee are silent regarding how the committee members are appointed, the assembly itself can decide that by motion.  Here is what RONR says on page 492 about committee appointments in general: 

"Appointment of Committees
METHODS OF APPOINTMENT. In an assembly or organization that has not prescribed in its bylaws or rules how the members of its committees shall be selected, the method can be decided by unanimous consent or by majority vote at the time the committee is appointed, as described on page 174, lines 11–20; or (in the case of a special committee) the method can be specified in the motion to establish the committee. The power to appoint a committee carries with it the power to appoint the chairman and to fill any vacancy that may arise in the committee. The two paragraphs headed Designating the Committee Chairman on pages 175–76 should be read in connection with the five methods of appointing a committee described below."

Note:  In your case, the bylaws provide that the president appoints the committee chairs.  That provision supersedes the language above from RONR about appointing the chairman.

23 minutes ago, RRLearner said:

4. May the President tell a Committee Chair that a specific member cannot be on the committee? We had an issue where the Committee Chair who was appointed wanted a new member to be on the committee, but the President said - no, that person is too new, they can't serve on your committee. Does the President have that power to micromanage the Committee Chair and then threaten to remove them and appoint someone else, if the Chair doesn't do what they want?

 

No, not in your case, at least as I understand your bylaws.  It is up to your organization to determine how to populate the committees.

[RRLearner]

5 minutes ago, Richard Brown said:

29 minutes ago, RRLearner said:

4. May the President tell a Committee Chair that a specific member cannot be on the committee? We had an issue where the Committee Chair who was appointed wanted a new member to be on the committee, but the President said - no, that person is too new, they can't serve on your committee. Does the President have that power to micromanage the Committee Chair and then threaten to remove them and appoint someone else, if the Chair doesn't do what they want?

 

No, not in your case, at least as I understand your bylaws.  It is up to your organization to determine how to populate the committees.

Thank you so much for your response, Richard - everything makes sense. But a question about this - even though the organization gets to determine how to populate the committee, if the chair of the committee makes a motion to appoint someone the president doesn't want to the committee, wouldn't the president just remove that Committee Chair and then re-appoint someone else who would do their bidding?

Or how do you suggest the organization handle the populating of the committees to avoid this?

Also, to give the Exec Board more power, would it be best to try to change the bylaws to say, "The president appoints [perhaps should add "and removes"] all committee chairs with the approval of the Executive Board" - then those committee chairs couldn't be removed without the approval of the Executive Board too right? Since they were part of the appointment process?

[Richard Brown]

RRLearner, do you have a copy of RONR?  Some of your questions require lengthy answers but are addressed pretty fully in RONR.

The president in your case can replace a committee chair for pretty much any reason. So, if a committee chair is pressing for a member who the president doesn't like, yes, the president could simply replace the chair if he wants to.  But,  if the chair is smart, he or a friend will make a motion that the assembly (or the board) or the committee chairs appoint the members. If the decision is that the board shall make the appointments,  let someone else nominate the member he wants.  So, my suggestion is that someone... anyone... make a motion to specify the method of appointing the committee members.  They can be appointed by the president, the committee chairs, or by the board or membership.   The society could also decide that either the committee chairs or the president nominates the members subject to approval by the board, etc.  You have a broad range of options.  It is ultimately up to your organization to decide how the committee members are going to be selected.  And different committees can be handled differently.  There is no single cookie-cutter answer.   All of this is discussed at length in RONR.

[RRLearner]

Wonderful - thank you, Richard!

[Guest Who's Coming to Dinner]

1 hour ago, RRLearner said:

Also, to give the Exec Board more power, would it be best to try to change the bylaws to say, "The president appoints [perhaps should add "and removes"] all committee chairs with the approval of the Executive Board" - then those committee chairs couldn't be removed without the approval of the Executive Board too right? Since they were part of the appointment process?

That proposed language does not clearly give the Executive Board the right to approve dismissals. It would be best to say exactly what you intend to have happen.