Nonprofit board executive committees: useful historical constructs or, for the most part, bad idea? There's actually no documented research or evidence that states how good or bad, effective or ineffective are nonprofit board executive committees. But there are a lot of reports, particularly from execs and board members. So, while not a best practice, I have formed my own opinion that exec committees leave much to be desired. In general, while I recognize that they could contribute in setting the board meeting agenda, serving as a kind-of business advisory team to the exec, and possibly leading the annual exec performance review, all of these tasks can be handled equally well through other avenues.
But more popular advice about exec committees is represented by this Tallahassee News, nonprofit exec/consultant who has shared some thoughts on the topic.
• The Executive Committee has the right to have executive session and ask the Executive Director to leave the room or not attend. Be respectful and notify the Executive Director in advance you are meeting or will be asking them to leave at a certain point and why. If Board members feel like they must sneak around to meet because of suspicions about the ED then there are problems to deal with. Immediately.
I suppose, if the by-laws say so, that this is true (that the exec committee has a right to have an executive session). I think however that it is more true, again if sanctioned by the by-laws, that it is the full board that can have an executive session (discussion without staff) and I would encourage boards to actually schedule 10-15 minutes every meeting for this purpose. This is THE opportunity for the board to lead itself and were there any reason not to include staff, this would be the opportunity. I'm otherwise unclear at all why the exec committee would have an executive session.
• Most Boards give the Executive Committees, per the bylaws, the authority to act on their behalf between board meetings. The Executive Committee should use this primarily for urgent issues. Be cautious about how often you exercise this right since it means a small number of board members are making decisions yet the full board retains liability and responsibility for them.
The key to disenfranchising or disengaging the board members who are not exec committee members is to have the exec committee make decisions without the rest of the board. I can not honestly think of an occasion when such a moment for an emergency exec committee decision should arise. Such a moment would in my mind be a failure in planning or policy on the part of the full board. Yes the unseen happens but why would this necessitate a meeting of the few if the "it" is that big of a deal? Bad, bad, bad!