During the pandemic

[Tracy]

Hi. 

I belong to an organized club with about 75 members and a 9 member board of directors. During this pandemic, where we couldn't have members meetings, the bod were still meeting and making major decisions and changes to the club without notifying the members. Is this ethical according to RR? (Excluding: administration). I know according to RR Chapter XVI the board has power only given to it by the by laws, which are very vague, should most decisions or purchasing things for the club be put on hold until the club reopens and begins members meeting again?

[Josh Martin]

1 minute ago, Tracy said:

I belong to an organized club with about 75 members and a 9 member board of directors. During this pandemic, where we couldn't have members meetings, the bod were still meeting and making major decisions and changes to the club without notifying the members. Is this ethical according to RR? (Excluding: administration).

RONR has no answer to this question.

1 minute ago, Tracy said:

I know according to RR Chapter XVI the board has power only given to it by the by laws, which are very vague, should most decisions or purchasing things for the club be put on hold until the club reopens and begins members meeting again?

You already seem to have your answer - the board only has the power given to it by the bylaws. The board can make any decisions which are within the powers granted by the bylaws, and it cannot make any decisions which are not within the powers granted by the bylaws. If the bylaws are "very vague" in this regard, they should probably be amended to fix that, and it will ultimately be up to the society to interpret the bylaws in the interim.

Whether it is "ethical" for the board to make certain decisions or whether the board "should" delay certain decisions, even although those decisions are within the board's authority, are not questions RONR has answers to.

[Tracy]

Thank you for that response. Here is another question I have:

I understand a committee can be formed to do a specific job and once that job is complete the committee may dissolve. However, if there is a committee in charge of an on-going job such as maintenance of the property, can the BOD dissolve that committee and reassign another committee to do the same job if the by laws say, "All committees shall be appointed by the President, unless other provisions are necessary."

I can see the president appointing a "new committee", but breaking up an existing committee and reassigning other members to that same committee? Is this right? 

Please advise. Thank you. 

[Rob Elsman]

The power to "dissolve" a committee rests with the same authority that created the committee, regardless of who has the power to name the members of the committee.  Without more specific input, I am at a loss to make my response more definite.

[Josh Martin]

9 minutes ago, Tracy said:

I understand a committee can be formed to do a specific job and once that job is complete the committee may dissolve. However, if there is a committee in charge of an on-going job such as maintenance of the property, can the BOD dissolve that committee and reassign another committee to do the same job if the by laws say, "All committees shall be appointed by the President, unless other provisions are necessary."

I can see the president appointing a "new committee", but breaking up an existing committee and reassigning other members to that same committee? Is this right? 

The sentence "All committees shall be appointed by the President, unless other provisions are necessary" has no bearing on the question of whether the board can "dissolve that committee and reassign another committee to do the same job." The power to appoint carries with it the power to remove, so if the President has the authority to appoint members of committees, he could also remove some (or all) members of the committee and replace them with other persons.

To dissolve a committee, however, would mean the committee no longer exists at all, and therefore, no persons may be appointed to it. How a committee may be dissolved depends on the manner in which the committee was established in the first place. Is the committee in question specified in the bylaws? If not, how was this committee created?

I would also add that the President's power to appoint committees does not, in fact, grant him the power to appoint a "new committee." The power to appoint members to a committee is not the same as the power to create the committee in the first place. A rule of this nature only permits the President to appoint members to committees which already exist.

[Tracy]

Thank you.