The Board Not Following the By-Laws and Policies of the Association
Article 1. Refusal to allow representation.
In this article you will find:-
- An example of a Director of MAAC bringing a complaint against another Director
- An excerpt from the MAAC Policy Manual concerning how such a matter should be conducted.
- Discussion of the fact that the Board allowed the written policy to be violated.
- Discussion of why occurrences such as this need exposure and those responsible restricted from repeating such behaviour in the future.
In the recent past a complaint was made by one of the Board of Directors against another member of the Board. We will not go into the merits, or otherwise, of that complaint here. The issue extended over a substantial period of time and lengthy email exchanges occurred. The matter came to a head with some discussions at consecutive Board Meetings.
The director against whom the complaint was lodged chose to defend himself at the first of these meetings and intended to do so at the second. Upon reflection, however, and prior to the second meeting taking place, he decided that he would like another member of MAAC to stand in his place to defend him against the allegations. He notified the Board of that intent. The MAAC Policy Manual, at section 6.4.08d, reads:-
MAAC and the alleged violator may appoint an agent to act as counsel on their behalf, preferably but not necessarily a board member, or at least a MAAC member if possible. Should a non-member be selected as counsel, that person may be supplied with details of the issue necessary to function as counsel without incurring a breach of confidentiality complaint against the supplier of such details.
The member that had been chosen to act in this capacity wrote to the Board asking for production of all the relevant documentation and requesting a delay in the continuation of the proceedings so that he could become familiar with the material and be prepared to answer on the defendant’s behalf. That request was refused and the meeting took place at the originally scheduled time, without the defendant being represented as he had requested. The meeting was being conducted virtually. Several Board members objected to the conduct of the meeting in those circumstances and tried to raise points of order in order to request that it be adjourned. They were told that if they did not ‘keep quiet’ and stop interrupting the proceedings their microphones would be muted and they would no longer be able to participate in the meeting. These were members of the Board, attempting to exercise a right as written into the rules of order that meetings of MAAC are supposed to be governed by, in pursuit of ensuring that MAAC’s own Policy was adhered to.
This behaviour of the Board is in clear violation of MAAC’s written policy, and the Board was reminded of that policy prior to these events taking place. A Board that acts in such a way is not fit to conduct the business of the association.
It may be asked – why bring this up now? This event occurred a couple of years ago, some of the members of the Board have changed since that time – and it is obviously reasonable to say that some things that happened historically have no real relevance to today and must be left to the annals of history. We would certainly agree that the case that resulted in this unacceptable behaviour should not be re-visited, it was decided and is now closed. There is very good reason to bring up the bad behaviour of some who were involved in the Board deliberations around the case and to seek discipline for those who behaved in this way. Some of the people who were involved in this incident are still on the Board, and the primary persons who were involved in making this happen are still active members of the association and could stand for elected office again.
If offences such as this (and there are others) are allowed to be ‘swept under the rug’, with the excuse that it is a different Board now, several things will happen, none of them positive for MAAC’s future development. Firstly, as already mentioned, the offender(s) could stand for elected office again and feel themselves justified in repeating such behaviour. Secondly, new and future members of the Board, seeing such behaviour going unpunished, could conclude that it is ‘OK’ to behave in that way. Thirdly, potential candidates for elected office could be dissuaded from doing so if they believe that such behaviour will go unchecked. It is in the best interests of the Association, and its members, for such behaviour to be identified and for the perpetrators to be disciplined – perhaps restricted from holding office in the future, even if those individuals are no longer on the Board as currently constituted. It is entirely unsatisfactory for an offence to go without consequence simply because the offender is no longer in the position that they occupied at the time of the incident.