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jay

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  1. Our rules does not say about electronic meetings, but it does say trustees can attend meetings through phone, and also president can take approval of all trustees through emails if there is an urgent matter but does not say about a meeting where all trustees are on the phone and how to recognize any one who wants to be recognized Thnaks
  2. I wonder when a meeting conducted and all the 20 board members are on the phone how does chair recognize a member and gives the floor? Thanks in advance
  3. Again Thanks a lot for a detailed answer. Jay
  4. Thanks for your response . No motion was made. Unanimous consent only.
  5. Our not for profit organization's secretary while recording minutes stated " It is agreed to appoint a committee to improve the Kitchen sales " There is no mention of any motion or taking vote on that matter. Is it okay to write minutes like that? Thanks in advance for your help.
  6. We have 16 trustees in our not for profit organization. We have constitution and bylaws to govern our organization. 16 trustees are elected by the members of the organization. One of the articles of constitution clearly says "The affairs of the corporation shall be managed by its Board of Trustees". The board trustees each year elect an Executive committee which consist of a president, vice president, Secretary , joint secretary , Treasurer and a joint treasurer. In the beginning of the year the President with approval of the Board of Trustees appoint various committee chairs. All Chairpersons shall submit monthly reports and written quarterly reports to the Board through the President. Committees will maintain minutes of their meetings and submit the same to the Board through the President. Our board meets once in a month. Committee chairs are supposed to submit their reports to the board through the president. Meanwhile Our Executive committee started a new monthly meeting under the title EC -CC meeting (Executive committee - Committee Chairs) before the board meeting. Executive committee meet Committee chairs and after that meeting the committee chairs are no more attending the board meetings. Executive committee is receiving their reports or requisitions and updates to the board only if they feel necessary. These EC -CC meetings cut the relationship between the chairs and trustees. My question is whether is it not amount to depriving the board 's opportunity to hear from the chairs directly , contra to the article "The affairs of the corporation shall be managed by its Board of Trustees" the Executive committee is managing the affairs of the corporation? Please comment. Thanks in advance. Jay I pasted here some of the excerptions from our Constitution and Bylaws: ARTICLE IV BOARD OF TRUSTEES. Section 1: General Powers: The affairs of the corporation shall be managed by its Board of Trustees. ARTICLE V OFFICERS Executive Committee: The Executive Committee shall consist of officers of the corporation as described in article V, sections 1 through 8. The committee shall provide a collective platform for communication, deliberation, and execution of responsibilities as assigned to the officers or any other matter assigned by the Board of Trustees from time to time. The President shall serve as Chairperson of the Committee. ARTICLE VI COMMITTEES The President with approval of the Board of Trustees may form appropriate committees to facilitate functioning of the corporation. This excludes the Executive Committee and the Nominating Committee which have automatic structure as outlined under Article V, Sections 9 and 10. The committees shall implement the proposals approved by the Board of Trustees. The Chairman of each committee shall report directly to the President of the corporation. BYLAW 3: GENERAL RESPONSIBILITIES OF EACH COMMITTEE All Chairpersons of the various committees shall submit their respective budgets to the Board through the President at least three months prior to the annual meeting of the corporation held in December each year. All committees are required to maintain accurate records of their income and expenses and submit a written report every month to the Board through the President. All Chairpersons shall submit monthly reports and written quarterly reports to the Board through the President. Committees will maintain minutes of their meetings and submit the same to the Board through the President. The President-elect with the approval of the incoming Board shall appoint the various Committee Chairpersons before December 31 of the year, following the election. The committee functions can be modified by the Board of Trustees, as needed.
  7. Hello, Our bylaws specifically says President can not vote in the board meetings. President also acts as chairperson of Executive committee which consists officers vice president, Secretary, Joint Secretary, Treasurer, and joint treasurer. Our bylaws does not sy anything about president right to vote when he/she presides over the Executive committee meetings. My question is when he/she is presiding over the executive committee meetings can vote? Thanks in advance. Jay
  8. Ours is a not for profit organization. We have two categories of membership. We want to introduce a renewal fee for our membership. How do we do ? A simple resolution of Board is okay or do need to amend the bylaws with approval of the General body. Please suggest. Thanks in advance
  9. My sincere thanks to Josh Martin and Daniel H. Honemann for your valuable answers Jay
  10. In our not for profit organization we have the following rule: " The President‐elect with the approval of the incoming Board shall appoint the various Committee Chairpersons before December 31 of the year." The new committee chairs take charge from Jan 1 of the following year. We are total 16 trustees in the board. I wonder if we want to remove one of the chairs from the respective committee what is the procedure and how many votes we need. Thanks in advance Jay
  11. Yes I am under the impression any motion or resolution contra to the existing bylaws is null and void. In this case I wonder board can rescind its own resolution rather General body right?
  12. Board can call for a special General Body with a majority vote. We have two categories of members Regular and Patron based on how much they paid. To call for a special General Body we have to collect 10% signature of members in both categories separately. It is a lengthy process. I wonder can't we apply the rule that any resolution in contra to bylaws or state laws are void by itself and no need to rescind or change the motion?
  13. Thank to everyone for your valuable input Jay
  14. I I was in the meeting and voted against the resolution. The above sentence has no meaning. But I checked the minutes there is no omission of any words. If the building committee chair starts collecting donations and the General body does not approve what is the soluiton ? if the resolution is only a recommendation to the General body they did not present it in the general body. In the general body president said they authorised the chair to raise the funds.
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