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What does it mean to be an “ex-officio”
member?
Julie Pioch, Michigan State University Extension - December 4, 2013

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A little clarity to what appears to be a common misunderstanding of the role of

board members with the title “ex-officio.”

In a recent meeting with a university committee, one of the members

proposed that a new member be added to the group because she thought
ideas from this new constituency would provide good insight into the activities
of the board.  Further, she recommended that the new member be described
in the bylaws as “ex-officio” so that they could not vote and would serve only
in an advisory fashion since the new member would not share the same
credentials as the regular members.  As a professional registered
parliamentarian with Michigan State University Extension and incidentally
serving as an ex-officio, non-voting member of this group, I had to interject
and clarify what “ex-officio” meant before they continued the discussion.

The term “ex-officio” is a common Latin phrase which when literally translated

means “from the office.” It should not be used to describe a type of
membership in an organization but rather an obligation or privilege a person
has, by virtue of their position, to serve on a board or committee. Therefore,
when an ex-officio member ceases to hold the office that entitles him to
membership, his membership on the board terminates automatically. Roberts
Rules of Order, Newly Revised (11th Edition) pages 483-484 describes ex-
officio board members in more detail.

If an ex-officio member is also a member of the society, such as an

organization’s treasurer, the chair of a standing committee, a person serving
on the national board of a local affiliate or even an employee who is under the
authority of the organization, that person has all the rights and obligations of
membership of the board or committee to which they serve. Some of the
rights of membership include making motions, speaking in debate and voting.
The obligations include attending the meetings; being an active and
contributing member.

Ex-officio members might also be people who are not actual members of the
organization but who hold some position of relevance to the board or
committee. These ex-officio members may have expertise or hold positions of
influence important to the organization. These members, like members of the
organization described above, also possess the privileges associated with
membership but they do not share any of the obligations.  Therefore, these
members should not be included when determining the number of members
needed for a quorum or counted when determining if a quorum is present (this
is also the case, for the president of an organization when the bylaws provide
that the president shall be an ex-officio member of all committees.  A
Michigan State University Extension example to illustrate this is that a 4-H
Youth Development Educator might be listed as an ex-officio member of
the County Fair Board. The 4-H educator may not be a member of the fair
organization or an elected member of the fair board but when present is
allowed to bring recommendations discuss issues and vote on them.

The key point here is to emphasize that without exception, ex-officio members
of boards and committees have exactly the same rights and privileges as do
all other members, including the right to vote.

From my experiences there appears to be some misunderstanding about what

an ex-officio member is in terms of defining members of a board who are not
regular members of the organization.  The breakdown seems to occur when
defining who serves in that capacity and the voting rights of that member. The
person serving should be serving by virtue of an office or position they hold,
not simply be a representative of a group.  If the desire is to allow non-board
members or non-members the right to attend meetings, offer input and receive
notices and minutes but not vote, then listing those positions in the bylaws as
ex-officio, non – voting may be appropriate.  However, there may be more
qualifiers you might need to add such as can’t hold an office, can’t chair a
committee and the like. Remember, ex-officio members have all the rights of
membership and thus may serve in the capacity as any other member.

I challenge organizations to think through the purpose of ex-officio members.

If someone by the nature of their position is worthy enough to attend your
meetings, make motions and deliberate, why would you not allow them to
vote? If the participation of a person being invited to attend board meetings is
limited, then perhaps rather than listing them as ex-officio, they should be
described in their precise capacity thereby reducing confusion about their
purpose on the board.

This is one of several articles on parliamentary procedure and how to conduct

more effective organizational meetings. For a complete list of resources, visit
the parliamentary procedure resource.

This article was published by Michigan State University Extension. For

more information, visit https://extension.msu.edu. To have a digest of
information delivered straight to your email inbox,
visit https://extension.msu.edu/newsletters. To contact an expert in your area,
visit https://extension.msu.edu/experts, or call 888-MSUE4MI (888-678-3464).

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