I believe that you should read again Article 158 of the NFP Act. There is nothing there that prevent putting the Ethics Committee above the board as you say. There are many
or in the Law.
158 The articles or by-laws may provide that
the directors,
the members or
any committee of directors or members of a corporation have power to discipline a member or to terminate their membership. If the articles or by-laws provide for such a power, they shall set out the circumstances and the manner in which that power may be exercised.
The discipline of the members could be the responsibility of any of the following, the VM have to choose.
- The directors,
- the members,
- a committee of directors
- a committee of members
But we must remember that for an Ethics violation, suspension or termination of the membership is not the most usual punishment. Also note that the Law is silent on the appeal procedure.