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  1. we have no vice chair, just Chair and Recording Secretary per bylaws. If I request a Special meeting with 3 days notice to said board members can we vote to accept those resignations by conference call?
  2. If there is not enogh board members left to fulfill a quorum, how do we accept those? As the acting Chair, can I accept them on behalf of the board, does the remaining members have to vote to accept them, or do we even have to vote to accept them?
  3. When does a resignation of a board member take effect ... when it is sent to all board members via email message or when it is voted on to accept the resignation at a board meeting?
  4. If the vote has been taken with 3 aye and 3 nay votes, and there are 7 directors on the board, can the 7th then decide to vote? (after the 3-3 vote?) They had just put in their resignation and it was to be effective at the end of the meeting.
  5. Question:: If a Chairman of the Board has been notified by the Officers to set up a 'special meeting' and has since resigned, does it fall upon the Recording Secretary to follow through with that meeting? There was not official notice sent out with the call in information for the 'special meeting', which was going to be via ZOOM. Question:: Does the Recording Secretary have the same timeframe to set the meeting up? (the meeting was supposed to be tomorrow, Wednesday) Or does the Recording Secretary have a new timeframe... and how long is that timeframe??? 24 hours, 3 days? The Recording Secretary is unable to meet the original timeframe, as the Chair sent their resignation via email late last night. (setting up a Zoom Call, getting it out to the Directors takes time.) And does the notification have to be sent to the general membership within a timeframe, again is it 24 hours or 3 days? Bylaws state as such: Meetings required herein are regular meetings. All other meetings are special meetings. Special meetings may be called by the Chairperson, Board of Directors, the majority vote of the Directors, the unanimous decision of the Officers, or by the membership as described below. All regular and special meetings scheduled are open to any member in good standing. A special meeting of the membership may be initiated by a petition signed by 5% of the voting members outlining the purpose or purposes for which it is to be held and delivered to any Director. The Board will have 30 days to determine whether the five percent requirement has been met. If so, thebBoard must convene a meeting of the membership in a timely manner. Failure to do so within 30 days permits any person signing the demand to set the time and place of the desire special meeting.
  6. Q 1) Our Board of Directors has seven directors, of which we have a Board Chair and Recording secretary. The Chair has set up a special meeting via zoom which will be open to the Officers and directors. That meeting was set to happen tomorrow, and now the Board chair has sent in their resignation via email to all of the direcors. We understand the Recording Secretary (per bylawsd) will assume the role of Chair, but what about the scheduled meeting? Since the Board has not voted to accept the resignation of the Chair, does the Chair still have responsibility of holding that meeting? Q 2) When a director attends a board meeting and verbally resigns during that meeting, (without a written request or not adding it to the agenda when asked for agenda adustments), and then suggests another person to fill the vacancy, can the board vote to accept the person to fill that vacancy? (If the person who was resigning was still in a voting capacity, was there actually a vacancy to fill?)
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