Club Business / Club Records

[Guest Kelly]

I'm the secretary of a small non-profit organization (a dog club). One of our committee chairs has ignored requests (and in some cases, refused) to provide the officers and board with information. For example, a list of trophies is provided to the club hosting the dog show but is not shared with the board (and not maintained by the committee chair). We asked that e-mails from the host club concerning our club's responsibilities be shared with the board, and were told that they were personal e-mails between her and the other club. A judge was selected for our upcoming show, but the chair has refused to give the name to the board members, saying that we would just have to wait until the name became public.

I believe that this information is club business and should be provided to the board, and that the information should be maintained as part of the club's records. Does the committee chair have a right to keep this information from the board? If not, do we have any recourse other than disciplinary action under our constitution and by-laws?

Thanks in advance for your help.

[Josh Martin]

3 hours ago, Guest Kelly said:

I believe that this information is club business and should be provided to the board, and that the information should be maintained as part of the club's records.

There is no doubt that "this information is club business" and that the "information should be maintained as part of the club's records."

Whether the documents "should be provided to the board" is less clear.

3 hours ago, Guest Kelly said:

Does the committee chair have a right to keep this information from the board?

Is this a committee of the board or a committee of the general membership?

If this is a committee of the board, the board absolutely can order the committee to turn over any and all information in the committee's possession to the board, and the committee chair would have no right to keep the information from the board.

If it is a committee of the general membership, the board has no authority to order the committee to do anything, however, the membership could order the committee to turn over any and all information in the committee's possession to the board if it wishes, and the committee chair again has no "rights" in this regard.

3 hours ago, Guest Kelly said:

If not, do we have any recourse other than disciplinary action under our constitution and by-laws?

You could adopt a motion formally ordering the committee chair to turn over the documents in question, so that it is clear that this is an order of the board and not simply a request made by individual board members.

If the committee chair continues to stonewall the board, it might be time for a new chair. Generally speaking, a committee chair can be removed from the position by the same body or person that appointed the chair in the first place, and formal disciplinary procedures are not required in order to do so (unless the bylaws specifically provide as much or provide a fixed term of office for the committee chair).

"Unless the bylaws or other governing rules expressly provide that committee members shall serve '. . . and until their successors are chosen' or for a fixed period, as '. . . for a term of two years' (in which case the procedure for their removal or replacement is the same as that for officers described on p. 654), committee members (including the chairman) may be removed or replaced as follows: If appointment was as provided in paragraphs (a), (b), (c), or (e) above, the removal or replacement of a committee member requires the same vote as for any other motion to Rescind or Amend Something Previously Adopted. If appointment was by the president acting alone under paragraph (d), he may remove or replace committee members by his own act (see p. 177)." (RONR, 11th ed., 497)

Edited June 30, 2020 at 02:22 PM by Josh Martin