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Guest Jay Cabuag

Executive Committee Powers

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Guest Jay Cabuag

A large group of delegates meet every year for a annual convention.

The executive committee per our current constitution notes the following duties and powers.

"The Executive Committee shall have general supervision of the affairs of the sessions between conventions, fix the hour and place of meetings make recommendations to the convention body and perform such other duties as are specified in this Constitution. The Executive Committee shall be subject to the orders of the convention body, and none of its acts shall conflict with action taken by the convention body.

Question: Does the Executive Committee have the power to set the date, time and location of the next annual convention. (This is normally completed by the body and the end of the current convention)

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20 minutes ago, Guest Jay Cabuag said:

Question: Does the Executive Committee have the power to set the date, time and location of the next annual convention. (This is normally completed by the body and the end of the current convention)

This question is ultimately a matter of bylaws interpretation, which only your organization can do, but my reading of this provision is that the executive committee probably does have the power to set the date time and place of the annual convention, subject to contrary instructions by the convention itself. I suspect that one convention might also have the right to set the date of the next convention, but if it fails to do so, I think it is within the power of the executive committee to do so.

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12 hours ago, Guest Jay Cabuag said:

A large group of delegates meet every year for a annual convention.

The executive committee per our current constitution notes the following duties and powers.

"The Executive Committee shall have general supervision of the affairs of the sessions between conventions, fix the hour and place of meetings make recommendations to the convention body and perform such other duties as are specified in this Constitution. The Executive Committee shall be subject to the orders of the convention body, and none of its acts shall conflict with action taken by the convention body.

Question: Does the Executive Committee have the power to set the date, time and location of the next annual convention. (This is normally completed by the body and the end of the current convention)

We are told the the rules specifically provide that ""The Executive Committee shall... fix the hour and place of meetings," and also provides that "The Executive Committee shall be subject to the orders of the convention body, and none of its acts shall conflict with action taken by the convention body."

Assuming that there is nothing else in the constitution relevant to this question, it would seem that, so long as the convention body has not made its own decision on this matter, the Executive Committee has the authority to "set the date, time, and location of the next annual convention" due to its power to "fix the hour and place of meetings." On the other hand, if the convention body has made a decision on this matter, then the Executive Committee would lack the power to change that decision, because "The Executive Committee shall be subject to the orders of the convention body, and none of its acts shall conflict with action taken by the convention body."

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Thank you Richard and Josh.

The convention body did set the date and time and the location. However, the location city withdrew their invitation due to Covid-19.

We haven't been in this particular situation before. We did take a survey of the city locations and the majority went with postpone till 2021.

The Executive Committee voted and decided to go with a 2020 virtual convention.

Very special circumstances. I just need to understand if the Executive Committee's vote is not out of order.

Jay

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1 hour ago, Jay Cabuag said:

The convention body did set the date and time and the location. However, the location city withdrew their invitation due to Covid-19.

We haven't been in this particular situation before. We did take a survey of the city locations and the majority went with postpone till 2021.

The Executive Committee voted and decided to go with a 2020 virtual convention.

Very special circumstances. I just need to understand if the Executive Committee's vote is not out of order.

Based on the facts presented, it appears that the Executive Committee's vote is out of order. As noted previously, your bylaws provide that "The Executive Committee shall be subject to the orders of the convention body, and none of its acts shall conflict with action taken by the convention body." As a result, the Executive Committee lacked the power to change the location of the convention.

I think there is still a potential workaround. Do any members of the convention body live in the location city? A single member could show up and set an adjourned meeting to be held at a new date, time, and location. (Although it appears "location" is metaphorical in this case.) I also imagine that the convention probably just picked the city and not the exact location, so the board might still have some flexibility to make it easier (for instance, setting the location for the member's home rather than whatever convention center or hotel it was supposed to be at).

The other concern is whether your bylaws authorize the convention to meet electronically. If not, it cannot do so.

Edited by Josh Martin

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Hi Josh,

The issue we are dealing with is, at the end of 2019 Convention the date, time and place for the 2020 convention was set by the body. Since then Covid-19 has affected everyone's decision and also hit everyone's economic standing. This is when the city  who invited the convention withdrew due to Covid-19.

Earlier this year in April is when a survey (Not an official vote) of the majority cities responded to the Executive Committee to postpone the 2020 convention until 2021 and then the city who originally invited would be able to carry through. We have never had a virtual convention and not all cities have internet access to attend. 

Nothing in the by-laws address the powers of the Executive Committee.

Our Article VI Section 2 -  https://www.anbansgc.org/app/download/668881404/2016+CONSTITUTION+AND+BYLAWS.pdf." 

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1 hour ago, Jay Cabuag said:

Hi Josh,

The issue we are dealing with is, at the end of 2019 Convention the date, time and place for the 2020 convention was set by the body. Since then Covid-19 has affected everyone's decision and also hit everyone's economic standing. This is when the city  who invited the convention withdrew due to Covid-19.

Earlier this year in April is when a survey (Not an official vote) of the majority cities responded to the Executive Committee to postpone the 2020 convention until 2021 and then the city who originally invited would be able to carry through. We have never had a virtual convention and not all cities have internet access to attend. 

Nothing in the by-laws address the powers of the Executive Committee.

Our Article VI Section 2 -  https://www.anbansgc.org/app/download/668881404/2016+CONSTITUTION+AND+BYLAWS.pdf." 

If the constitution or bylaws do not authorize virtual conventions, then a virtual convention cannot be held.

As for the matter of the Executive Committee changing the date, time, and place, I already answered that question, and nothing you have just posted changes that answer. The Executive Committee lacks the power to change the decision of the convention. The Executive Committee also lacks the power to simply postpone the 2020 convention to 2021, since that would also conflict with the decision of the convention.

A workaround, however, would be to have a small number of people (even a single person) attend the convention at the scheduled date, time, and location and then establish an adjourned meeting for a different date, time, and location (or in the alternative, simply adjourn, and there would then be no convention until 2021). These actions may be taken even in the absence of a quorum.

Edited by Josh Martin

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