Publications

Using Committees

Published July 17, 1999 as
Committees help directors with workload

The Illinois General Not-For-Profit Corporation Act (Ch. 32, Ill. Rev'd. Stat.) and most governing documents for associations provide for the use of committees in order to assist the board of directors in the administration and operation of the association. Obviously, a 12-unit association is not going to be able to operate under a full committee scenario. Likewise, an association that year-in and year-out cannot fill a 5-person board.

But, by not utilizing committees in delegating the workload, a board is probably looking at a very high "burnout" rate for its directors. Therefore, a board should make every effort to implement an effective committee system. Committees serve a number of purposes in the efficient operation of an association:

It is an effective method of involving a multitude of people in the association.
It is a good training experience to groom future board members.
It is a means of utilizing the special talents of board members and other members of the community; i.e., finance committee, maintenance committee, etc.
It is an efficient means of getting a commitment from interested and active members who do not desire nor have the necessary time to commit to board obligations.
It is the best way to delegate and spread some of the workload so that a board is not overwhelmed.

The board can appoint a committee chairperson, who can then select the members of the committee from a pool of interested members.

Illinois law provides for two different types of committees. First, the "full authority" type of committee that must (a) consist of a majority of directors, (b) is selected by the majority of the board and (c) must have at least two directors on the committee, as it is defined. This type of committee has full authority to bind the Association to policies, contracts, etc. This format is rarely used, because the board as a whole usually wishes to be in control of making Association policy.

Second, is the "limited authority" committee or commission, which has no authority to bind the Association and is merely a recommending body. These types of committees function under the direction of the board and do not require directors as members of the committee. These are the most common types of committees in use and because of the liability and control issues, this is the best way for a board to structure committees. Although in a strict statutory sense they are designated "commissions," they are most often called committees and shall be, for the purpose of this article.

Whether "full authority" or "commissions," these bodies are divided into three classes – standing committees, special committees and subcommittees.

A standing committee operates from year to year and is designated specific tasks at the direction of the board. They generally have a full agenda of activities that extend from year to year. Typically, standing committees include:

Finance – which prepares the budgets and advises the board on special assessments and capital expenditures.
Maintenance – which reviews contract specifications, screens contractor bids, acts as a liaison between the contractor(s) and the board, etc.
Building and Grounds – which walks the property periodically and prepares punch lists of maintenance items and works with the landscaper and snow removal contractors.
Judiciary – which hears the rule infraction complaints and conducts informal hearings.
Social – which plans social events when appropriate.
Newsletter – which prepares periodic communications with the community.

Special committees are appointed for limited and specific purposes and serve until they complete their designated tasks. Usually a board will appoint a Rules Committee to prepare recommended rules and regulations, a Nominating Committee to screen and select candidates for the board and supervise elections, a Pool Committee to supervise lifeguards and pool maintenance operations, Insurance Committee to review insurance requirements and specifications and various search committees to screen and hire professionals.

Lastly, subcommittees can be set up under the auspices of the other committees to handle smaller projects either on a singular or continuing basis. For example, a building and grounds committee may seek to appoint a subcommittee to select paint colors or flower species, etc.

Obviously, the more people involved in the committee process, the more the work is spread out, which should result in efficient board operations. It is critical under this scenario that limits of authority are clearly defined and a chain of command is established so an association is not victimized by a number of "loose cannons on a rolling deck."

All committees should ultimately be accountable to the board of directors by being included on meeting agendas and reporting on their activities. A board should give clear cut direction as to the committee's scope of responsibility.

Each year after the new board is elected, committees must be reappointed. Ideally, a committee should have a chairperson and vice-chairperson. Each chairperson should serve for two years and then be succeeded by the vice-chairperson. This allows for an orderly transition, continuity of leadership, knowledge and experience and avoids "burnout" and creation of "kingdoms."

When a committee is not operating properly, it is either not being supervised by the board or it has become a maverick. In either instance, the chairperson should be required to attend a meeting and either account for deficient performance or be replaced. Allowing the situation to go on too long will ultimately result in either a non-functioning committee or resentment among the members.

By following set guidelines and using good organizational skills, a board can recruit and maintain board members and not "bored" members.