I have received this question from Andrew in the Northern Territory:

I am the Executive Officer at my place of work. I have a couple of questions re Board governance. Firstly, is there a preferred method for a policy to be adopted by Council?

At the moment, I write our policies and submit to the President for approval. I cc the Vice in. When the President approves and amend, I send it out to the other Council members. What happens invariably is that the Vice will always reply with a whole rewritten policy of his.

What should we do? I feel that it is an overreach of his position.

Second question, what happens if the majority vote by Council is considered not be in the best interests of the society for eg. Financially? Should this be minuted?

Answer:
Hello Andrew and thank you for the question.
Your first issue. Yes, the Vice President is overstepping the mark – as an outsider, it sounds to me like he/she can’t wait to be President. You say your policies go to the President for approval – I assume that is an approval to go to the council for final approval, not actual approval of the policy which the full council should do.
When the Vice provides the re-written policy, which do the full council tend to opt for – the Vice’s rewrite or your original with the President’s amendments?
If the council goes for the Vice’s rewrite then it probably means that they are on solid ground. If however, the original tends to be accepted, then that is a sign about the feelings of the council for the Vice.
Have you had a frank conversation with the President about this matter and pointed out what a waste of time it can be?
The thing for the President to do is say in a meeting that the policy was sent for comment, not a rewrite and bring it out into the open. You may end up with the Vice being given responsibility to write all the policies – that may or may not be a good thing.

I’m afraid there is no simple answer to this one.

Your second question about the best interests of the Organisation.

The obvious question is if it is a majority decision, who believes it is not in the best interests of the council? Presumably the minority. That view would only be minuted if one of the council members asked for it to be minuted. Otherwise no.

I hope that helps.

Please Note: The author accepts no responsibility for anything which occurs directly or indirectly as a result of using any of the suggestions or procedures detailed in this blog. This is not, and should not be taken as legal advice. All suggestions and procedures are provided in good faith as general guidelines only and should be used in conjunction with appropriate advice relevant legislation, constitutions, rules, laws, by-laws, and with reasonable judgement. If you are in any doubt, seek appropriate advice.

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