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The responsibilities of committee members fall into two categories:
The committee has the responsibility to ensure the association complies with obligations under the Act, in it’s rules and other legal responsibilities:
The committee is also responsible for the association’s financial management ensuring:
Depending on the size and nature of the association other areas of responsibility may include staff management, development and implementation of policies and procedures and provision of quality services to members and/or clients.
Committee members and officers have duties to make decisions and act in the best interests of their association. These duties are set out in the Act and apply to committee members and other persons, known as officers, who influence the management committee but who do not hold a formal committee position e.g. senior employees or past committee members who are still actively involved in the association and influencing the decisions of the committee.
When committee members exercise their powers and responsibilities to act on behalf of the association, they must:
These duties set the basic standards of acceptable conduct. A breach of a duty is usually accompanied by deliberate wrong doing, misconduct, gross negligence or wilful abuse of the officer’s position. If a committee member or officer makes a business judgement in good faith for a proper purpose they will not be liable for an offence even if the outcome for the association is not ideal.
Committee members are required to be fully informed about the association by keeping up to date with matters, attending meetings, reading agendas and minutes and asking questions. In the event of a problem, dispute or legal challenge committee members cannot claim they 'did not know' about the rules and activities of the association.
A committee member has a duty to prevent an association incurring debts while it is insolvent or in situations where the debt would cause it to become insolvent. This duty is breached if:
It should be noted that a breach of this duty would not generally make a committee member personally liable for the association’s debt. However, allowing an association to trade while insolvent is a serious matter and to fulfil their duty committee members should all work to ensure:
The management committee is responsible for implementing the association’s rules and ensuring it meets its obligations under the Act. Committee members must comply with the rules at all times and be familiar with the main provisions. A copy of the rules should also be on hand at each committee meeting for easy reference.
Committee members must not put themselves in a position where there is a conflict between their duties and responsibilities to the association and their personal interests.
The Act requires committee members to disclose any material personal interest they may have in any matter being considered by the committee. A committee member has a material personal interest when that member has a personal interest in a matter which could be seen to influence their decision. The interest may be financial or non-financial. For example:
It must be remembered that not all personal interests are ‘material’ in the context of the decision being made and common sense should apply. For example: in a junior sports club, committee members are likely to have children who participate and as a result have an interest in matters such as team selection, coaching and scheduling of matches. These situations would not ordinarily require declaration of an interest, but should a committee member have a child who has been singled out for disciplinary action or to receive a substantial prize, then it would be appropriate for the committee member to declare a conflict of interest with regard to any consideration of that matter.
Disclosures must be made as soon as the member becomes aware of their conflict. If a committee member declares an interest in a matter being considered, the Act requires that:
If there are not enough members remaining to form a quorum, a special general meeting must be called and a resolution on the matter passed by the members.
A useful way to help committee members comply with these requirements is to make ‘disclosures of interest’ a standard agenda item for committee meetings. In most cases there will be nothing to note, and will serve as a reminder to members of the need to remain aware of conflicts of interest.
The Act does not assign specific responsibilities to individual committee members. It is up to the association to decide the role and responsibilities of each committee member and ensure these are correctly set out in the association’s rules.