Unfortunately, our board is now at 6 members. Do I have to consider changing committees that are composed of three members?
May 4, 2012
Most boards occasionally go through periods of time when their membership falls below its legally established size (e.g. usually 5 or 7 members). In these cases boards usually begin the process of filling the vacant board seat. This may take several months but it is not necessary to reconstitute committees during this process because, ultimately, the goal is to have another individual fill that vacancy and that individual can then fill the vacancy on the committee. In addition, there is no statutory obligation to reconstitute board committees while the board goes through the process of filling vacant positions. Committee vacancies can become an issue when it leaves a committee with an ineffective number of participants -- there are not enough committee members to complete the work or in those situations where decision-making and/or recommendations are being developed for presentation to the board and the committee lacks enough members to create a clear majority. However, this problem can be overcome by presenting the board with reports representing both sides of the issue and allowing the board to review both recommendations and make a decision based on both reports.
See also Ask Betsy “If a quorum of the board attends a public forum does the forum have to be posted as a board meeting?”
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