Section 6.1

EXECUTIVE COMMITTEE OPERATING PROCEDURES

I. PURPOSE AND SCOPE

The Executive Committee duties are specified in the Bylaws and the SOG.

II. MEMBERSHIP

The committee membership is comprised of the President, President Elect, Senior Vice President, Vice President-Finance and the Executive Director. The Society President shall have a vote on all matters brought before the Executive Committee, however, the Executive Director shall serve without vote.

III. SCHEDULE OF MEETINGS

The Executive Committee shall meet as necessary and on the call of the President or upon petition of at least two of its voting members. Official business of the Executive Committee may be conducted by mail or conference call or other electronic means.

IV. QUORUM

Three voting members are required for a quorum.

V. REPORTS

Minutes of all meetings, including teleconferences and mail ballots, shall be provided to the Board of Directors within 20 working days of such meeting. Minutes of meetings, reports and other materials documenting transactions of the Executive Committee shall be approved by the President and submitted to the members of the Executive Committee within 10 working days for final approval before submission to the Board of Directors. Any minutes, reports or other materials documenting transactions of the Executive Committee not approved by the President within the allotted time shall be considered approved and forwarded to the members of the Executive Committee by the Executive Director. Any minutes, reports or other materials documenting transactions of the Executive Committee not approved within the allotted time shall be considered approved and forwarded to the Board of Directors.

VI. PRESIDING OFFICERS

Chair/President: The President serves as Chair of the Executive Committee, and presides at committee meetings. The Executive Committee meeting agenda is proposed by the President and other members of the Executive Committee, and shall be approved by the Executive Committee members at the beginning of the meeting.

Executive Director/Corporate Secretary: The Executive Director/Corporate Secretary is responsible for:

  • Issuing calls for meetings and Executive Committee meeting minutes.
  • Preparation of agendas and insuring notice of scheduled meeting is issued.
  • Ensuring Executive Committee meeting minutes are issued on time.
  • Researching proposed action items and obtaining cost estimates.
  • Recording of all minutes and maintaining a motion log for the Executive Committee meetings.
  • Initiating follow up action on Executive Committee approved programs or activities.
  • A progress report shall be issued by the Executive Director/Secretary at the next scheduled Executive Committee meeting.

VII. MEETING AGENDA

The Executive Director shall contact the President and members of the Executive Committee prior to all meetings to determine agenda items. A meeting notice and proposed agenda shall be distributed to the members of the Executive Committee.

VIII. AUTHORIZED BUSINESS OF THE EXECUTIVE COMMITTEE

The Executive Committee is authorized to conduct the following business of the Board between Board of Directors meetings:

  • Oversight of committees reporting to the Board of Directors.
  • Administration of the Society contingency fund.
  • Intersociety actions and potentially controversial communications with members.
  • Provided day-to-day decisions that the staff cannot make due to Bylaws restrictions.
  • Maintain communications with the Councils, committees and task forces.
  • Receive Professional Conduct Committee decisions for review and report to the Board of Directors.
  • Review letters from other agencies or societies which may negatively or positively impact the Society and report that information to the Board.
  • Review Government Affairs responses and position papers prior to distribution.
  • Review and approval of unbudgeted expenditures less than or equal to $25,000.
  • Review of non-compliant expense reports.
  • Seek advice from legal counsel as needed.
  • Facilitate career search to fill Executive Director position vacancies.
  • Promptly advise the Board of all legal and financial issues of significant concern and all issues involving professional and business ethics which may adversely affect the Society and its members.
  • Review invitations extended to members of the Executive Committee to represent the Society, Procedures for evaluating the invitations are located in SOG 6.2

Approved By/Date: Board of Directors 03/16
Replaces Edition Dated: 02/10
Next Revision Due: 02/19

 
 

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