Charges against a Board Member

[Guest Ann]

If charges are brought against a Board Member, is the Board Member suspended from privileges and duties until after the hearing?  I'm questioning if the Board member should participate in the next Board of Directors meeting.

Our bylaws do not have rules regarding discipline of Board Members or the removal of Board Members.  There is a section on Discipline that states "Any member may prefer charges against a member for alleged misconduct prejudicial to the best interest etc.. but it doesn't specify a Board member.

The term of office is "will serve a three (3) year term".  And may serve no more than two (2) consecutive terms.

 

[Dan Honemann]

1 hour ago, Guest Ann said:

If charges are brought against a Board Member, is the Board Member suspended from privileges and duties until after the hearing?  I'm questioning if the Board member should participate in the next Board of Directors meeting.

Our bylaws do not have rules regarding discipline of Board Members or the removal of Board Members.  There is a section on Discipline that states "Any member may prefer charges against a member for alleged misconduct prejudicial to the best interest etc.. but it doesn't specify a Board member.

The term of office is "will serve a three (3) year term".  And may serve no more than two (2) consecutive terms.

 

Since there is a section on Discipline in your bylaws, you will have to look to that section for an answer to your question.

Under the rules in RONR, only the membership itself can prefer charges against an officer or member, and if it does, that person's rights as an officer or member are suspended only if, and to the extent that, the membership's resolution preferring charges so provides.

[Josh Martin]

1 hour ago, Guest Ann said:

If charges are brought against a Board Member, is the Board Member suspended from privileges and duties until after the hearing?  I'm questioning if the Board member should participate in the next Board of Directors meeting.

Our bylaws do not have rules regarding discipline of Board Members or the removal of Board Members.  There is a section on Discipline that states "Any member may prefer charges against a member for alleged misconduct prejudicial to the best interest etc.. but it doesn't specify a Board member.

The term of office is "will serve a three (3) year term".  And may serve no more than two (2) consecutive terms.

I would first note that there may be a question of interpretation regarding whether the rule in question does or does not apply to discipline of board members. In the event that it does, the board member's rights would be suspended only if the rule so provides.

If the provision in the bylaws is not applicable to discipline of board members, then because the bylaws provide a fixed term for office, the formal disciplinary procedures in RONR would be controlling. These are lengthy disciplinary procedures and should be reviewed in their entirety before proceeding.  See RONR (12th ed.) 63:1-40.

In the formal disciplinary procedures in RONR, charges may only be preferred by the society itself, not by an individual member. The first step is actually the appointment of an investigative committee, and it is only after that committee reports that the society would determine whether to prefer charges and schedule a trial. In the resolution preferring charges, the society may (but is not required to) suspend the member or officer of some or all of their rights and duties, except those rights in connection with the trial. The board member's rights and duties would be suspended only to the extent specified in the resolution.

"A resolution preferring charges may (although it need not) be accompanied by one suspending all or some specified portion of the accused’s authority, rights, and duties as an officer or rights as a member (except those rights that relate to the trial) pending disposition of the case, effective from the time official notification of the resolution is delivered to the accused’s address." RONR (12th ed.) 63:26

Edited September 5, 2020 at 08:55 PM by Josh Martin

[Guest Ann]

Thank you.  Here's the extent of the Discipline section in the bylaws:

ARTICLE VII - DISCIPLINE
Section 1. American Kennel Club Suspension.
Any member who is suspended from the privileges of The American Kennel Club automatically shall be suspended from the privileges of this Club for a like period.
Section 2. Charges.
Any member may prefer charges against a member for alleged misconduct prejudicial to the best interests of the Club or the breed. Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $100.00 which shall be forfeited if such charges are not sustained by the Board or a Committee following a hearing. The Secretary shall promptly send a copy of the charges to each member of the Board or present them at a Board Meeting, and the Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the Club or the breed.
If the Board considers that the charges do not allege conduct, which would be prejudicial to the best interests of the Club or the breed it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges, it shall fix a date of a hearing by the Board or a Committee of not less than three (3) members of the Board, not less than three (3) weeks nor more than six (6) weeks thereafter. The Secretary shall promptly send one (1) copy of the charges to the accused member by certified mail together with a notice of the hearing and assurance that the defendant may personally appear in his/her own defense and bring witnesses if he/she wishes.
Section 3. Board Hearing.
The Board or Committee shall have complete authority to decide whether counsel may attend the hearing, but both complainant and defendant shall be treated uniformly in that regard. Should the charges be sustained after hearing, all the evidence and testimony presented by complainant and defendant, the Board or Committee may, by a majority vote of those present, reprimand or suspend the defendant from all privileges of the Club for not more than six (6) months from the date of the hearing, or until the next annual meeting if that will occur after six months. And, if it deems that punishment insufficient, it may also recommend to the membership that the penalty be expulsion. In such case, the suspension shall not restrict the defendant's right to appear before his/her fellow members at the ensuing Club meeting which considers the recommendation of the Board or Committee. Immediately after the Board or Committee has reached a decision, it's finding shall be put in written form and filed with the Secretary. The Secretary, in turn, shall notify each of the parties of the decision and penalty, if any.
Section 4. Expulsion.
Expulsion of a member from the Club may be accomplished only at the Annual Meeting of the Club following a hearing and upon the recommendation of the Board or Committee as provided in Section 3 of this Article. The defendant shall have the privilege of appearing in his/her own behalf though no evidence shall be taken at this meeting. The President shall read the charges and the findings and recommendations, and shall invite the defendant, if present, to speak in his/her own behalf. The members present shall then vote by secret written ballot on the proposed expulsion. A two-thirds (2/3) vote of those present and voting at the annual meeting shall be necessary for expulsion. If expulsion is not so voted, the suspension shall stand.

So I don't read anything about suspending the member (whether he's a board member of not).  Could the member who is bringing charges against the board member put it in the charge and have it enforced?

[Josh Martin]

4 hours ago, Guest Ann said:

So I don't read anything about suspending the member (whether he's a board member of not).  Could the member who is bringing charges against the board member put it in the charge and have it enforced?

It is ultimately up to the organization to interpret its own bylaws. Generally, however, I am inclined to think that if the rules you have cited apply to board members and they do not clearly provide for suspension of the member's rights, then the member's rights are not suspended, and anything put in the charges to this effect would be meaningless.

If the rules you have cited do not apply to board members, the member can't bring charges at all - only the society itself can do so.

[Guest Ann]

Thank you.  Here's the extent of the Discipline section in the bylaws:

ARTICLE VII - DISCIPLINE
Section 1. American Kennel Club Suspension.
Any member who is suspended from the privileges of The American Kennel Club automatically shall be suspended from the privileges of this Club for a like period.
Section 2. Charges.
Any member may prefer charges against a member for alleged misconduct prejudicial to the best interests of the Club or the breed. Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $100.00 which shall be forfeited if such charges are not sustained by the Board or a Committee following a hearing. The Secretary shall promptly send a copy of the charges to each member of the Board or present them at a Board Meeting, and the Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the Club or the breed.
If the Board considers that the charges do not allege conduct, which would be prejudicial to the best interests of the Club or the breed it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges, it shall fix a date of a hearing by the Board or a Committee of not less than three (3) members of the Board, not less than three (3) weeks nor more than six (6) weeks thereafter. The Secretary shall promptly send one (1) copy of the charges to the accused member by certified mail together with a notice of the hearing and assurance that the defendant may personally appear in his/her own defense and bring witnesses if he/she wishes.
Section 3. Board Hearing.
The Board or Committee shall have complete authority to decide whether counsel may attend the hearing, but both complainant and defendant shall be treated uniformly in that regard. Should the charges be sustained after hearing, all the evidence and testimony presented by complainant and defendant, the Board or Committee may, by a majority vote of those present, reprimand or suspend the defendant from all privileges of the Club for not more than six (6) months from the date of the hearing, or until the next annual meeting if that will occur after six months. And, if it deems that punishment insufficient, it may also recommend to the membership that the penalty be expulsion. In such case, the suspension shall not restrict the defendant's right to appear before his/her fellow members at the ensuing Club meeting which considers the recommendation of the Board or Committee. Immediately after the Board or Committee has reached a decision, it's finding shall be put in written form and filed with the Secretary. The Secretary, in turn, shall notify each of the parties of the decision and penalty, if any.
Section 4. Expulsion.
Expulsion of a member from the Club may be accomplished only at the Annual Meeting of the Club following a hearing and upon the recommendation of the Board or Committee as provided in Section 3 of this Article. The defendant shall have the privilege of appearing in his/her own behalf though no evidence shall be taken at this meeting. The President shall read the charges and the findings and recommendations, and shall invite the defendant, if present, to speak in his/her own behalf. The members present shall then vote by secret written ballot on the proposed expulsion. A two-thirds (2/3) vote of those present and voting at the annual meeting shall be necessary for expulsion. If expulsion is not so voted, the suspension shall stand.

So I don't read anything about suspending the member (whether he's a board member of not).  Could the member who is bringing charges against the board member put it in the charge and have it enforced?

[Josh Martin]

2 hours ago, Guest Ann said:

Thank you.  Here's the extent of the Discipline section in the bylaws:

...

So I don't read anything about suspending the member (whether he's a board member of not).  Could the member who is bringing charges against the board member put it in the charge and have it enforced?

You seem to have reposted exactly what you posted last time. Was this some sort of error? My answer to this post was provided above, but it is provided here again if needed:

It is ultimately up to the organization to interpret its own bylaws. Generally, however, I am inclined to think that if the rules you have cited apply to board members and they do not clearly provide for suspension of the member's rights, then the member's rights are not suspended, and anything put in the charges to this effect would be meaningless.

If the rules you have cited do not apply to board members, the member can't bring charges at all - only the society itself can do so.

[Guest Ann]

Thank you very much.

I'll explain the difference to the Board for interpretation.  Regardless of whether or not the policy includes Board members, it's clear that duties and privileges are not suspended.

Your time and advise are greatly appreciated!

Ann

[Gary Novosielski]

And just to be clear, it is the membership, not the board, that interprets bylaws.