HomeMy WebLinkAboutQuick-Review-Roundtable-Discussions-with-Multiple-BoardsQuick Review: Roundtable Discussions with Multiple Boards
Subject to the Sunshine Law
(March 2017)
The open meeting requirements ofHawaii's Sunshine Law, part I ofchapter 92, Hawaii
Revised Statutes (HRS), apply when two or more board members discuss board business. OIP is
sometimes asked how multiple boards may comply with the Sunshine Law's requirements when
their members participate together in a roundtable meeting, symposium, or similar event and will
be discussing issues that are within their respective boards' areas ofauthority.
When planning an event that will bring together members ofmultiple Sunshine Law
boards, each attendee who is a member ofa Sunshine Law board must be able to justify his
or her presence under the Sunshine Law with respect to his or her own board. Members of
different boards can have different justifications under the Sunshine Law. No justification
is needed for boards that are not subject to the Sunshine Law or for discussions with roundtable
participants who are not Sunshine Law board members.
The key factor in determining an appropriate Sunshine Law justification is the
number of members who will be there from any one board. The Sunshine Law applies only
when there are two or more board members discussing board business. Ifeach board sent only
one member to the event, then there would be no Sunshine Law implications. Even ifthe
other roundtable members belong to other Sunshine Law boards, there is no problem so long as
there is no more than one member from the same board.
Iftwo or more members of the same board are part ofthe roundtable discussion, even
if they are participating as representatives of different boards, then the Sunshine Law is
implicated and the members' discussion must be justified. And, ifan individual is a member
of more than one Sunshine Law board, that person must meet the Sunshine Law's
requirements for each board that be or she sits on.
The simplest approach will be for the various boards involved to rely on the Sunshine
Law's pennitted interactions to justify their members' attendance at the event. The two
permitted interactions most likely to be useful in such a situation are sections 92-2.5(a) and (e),
HRS.
When no more than two members of the same board will be attending the roundtable
discussion, section 92-2.S(a), HRS, permits them to talk about board business so long as no
commitment to vote is made or sought. This permitted interaction does not require any sort of
prior arrangement or subsequent reporting. However, the attendees will need to be careful to
avoid serial use ofthis permitted interaction -for example, ifBoard A members One and Two
are discussing their board business in the course ofthe roundtable event, neither ofthem should
then go and talk to Board A member Three about the same issues outside a Board A meeting.
If more than two members ofthe same board are present, and assuming they
constitute less than a quorum ofthat board, they can still participate in the roundtable
discussion under section 92-2.S(e), HRS, which allows two or more members ofa board (but less
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than a quorum) to attend and participate in an informational meeting or presentation covering
board business. No commitment to vote can be made or sought during the discussion, and the
event cannot be specifically and exclusively directed at the board. This permitted interaction for
informational meetings does not require prior arrangement to use, but it does require that the
attending members report their attendance and the board business discussed at the next meeting
oftheir own board.
It is not necessary for those attending the event from different boards to all rely on
the same permitted interaction to justify their attendance; they can mix and match, based on
which pennitted interaction is appropriate based on the number attending from each board. For
instance, Board A may send three ofits members and Board B may send four, with each ofthose
boards relying on section 92-2.S(e)t HRS, and the members reporting back later to their
respective boards. Board C could send only two people who are relying on section 92-2.S(a),
HRS, and need not report to their board. In addition, you could have other people present who
are not members ofany board and need not justify their attendance under the Sunshine Law at
all.
Ifat least one Sunshine Law board will have a quorum of its members present at the
roundtable event, then the event will need to be noticed and conducted as a Sunshine Law
meeting, either as a meeting just of the board that will have a quorum present, or as a joint
meeting ofthe various boards that have quorums of their members present. As before, the
various boards sending members to the roundtable event can mix and match their methods of
ensuring compliance with the Sunshine Law. For instance, you might have Board A with all
seven of its members present, Board B with five of its nine members, Board C with three ofits
seven members, and Board D with two of its five members. In that case, the roundtable event
would have to be noticed as a joint meeting ofBoards A and B, but it should not be noticed as a
meeting by Boards C and D since there would not be a quorum ofmembers present from Boards
C or D. Instead, the three Board C members would rely on the informational meeting provisions
ofsection 92-2.S(e), HRS, to justify their attendance, and thus would report back to Board Cat
its next meeting. The two members ofBoard D could rely on the two-person permitted
interaction under section 92-2.5(a), HRS, to justify their participation.
In closing, when planning an event that will bring together members ofmultiple
Sunshine Law boards, please remember that every attendee whe is a member of a Sunshine
Law board must be able to justify his or her presence under the Sunshine Law with respect
to his or her own board. The justification could be that no one else from that particular board
was present, so there was no discussion ofboard business among that board's members; or it
could be that one ofthe Sunshine Law's permitted interactions applied to the particular board's
members who attended; or it could be that the event was noticed as a meeting ofthe members'
own board ( or a joint meeting ofmultiple boards including theirs). The justification does not
have to be the same for all the boards with members attending, but all members ofeach
board should have a Sunshine Law justification before attending and participating in the
discussion oftheir board's business during the roundtable meeting.
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