Protacal of signatures on documents

[Guest Sheryl]

Can the co-chair sign documents in the absence of the chairperson

[hmtcastle]

Can the co-chair sign documents in the absence of the chairperson

One hopes you're referring to a vice-chair. RONR strongly advises against having co-chairs due to the "impossible dilemmas" that will arise. But if you do, in fact, have co-equal chairs, then either can do what the other can do.

On the other hand, the vice-chair typically fills in for the president when the president is absent from a meeting. RONR does not define "absence" in any other sense (e.g out of town or out of state). It's probably up to the receiver of the document (i.e. the bank if it's a check) to decide whether the vice-chair's signature is sufficient.

[David A Foulkes]

Can the co-chair sign documents in the absence of the chairperson

If you truly have a "co-chair", then you don't really have a chairperson, you have two co-chairs. The duties, responsibilities and authorities of that office should be laid out in your bylaws, including perhaps a designation that either co-chair can sign, or that both must sign.

If you actually refer to a vice-chair (much like vice-president to the president), and the bylaws indicate that the chair (president) signs documents, I don't think that authority passes to the vice-chair in the chair's absence.

A careful reading of your bylaws is required here, and the luxury of interpretation of them is not something that is afforded here.

[Robert B Fish]

If your post is inquiring about the signing of legal documents, that question is beyond the scope of this forum. You should consult an attorney to see who has the authority to sign, e.g. checks and contracts.

Perhaps what you're needing is a corporate resolution, again something for which legal input should be sought.

-Bob

[Kim Goldsworthy]

Can the co-chair sign documents in the absence of the chairperson?

Q. What "documents"?

• minutes?

• blank check?

• tax return?

• Christmas letter to mother?

In general:

RONR contains no rule implying "Person X can only sign Document D when Person Y is present."

So The Book has no answer for you. -- Or rather, the answer is "Yes," a co-chair can sign any document, since there is no prohibition to anyone signing anything, as far as The Book goes.

(The Book does mention who gets to sign minutes and sign official documents. But your question isn't "who gets to sign," but rather, "when is the signing to be withheld or prevented?")

[Gary Novosielski]

If you truly have a "co-chair", then you don't really have a chairperson, you have two co-chairs. The duties, responsibilities and authorities of that office should be laid out in your bylaws, including perhaps a designation that either co-chair can sign, or that both must sign.

Some places have a chair and a co-chair, in the mistaken attempt to imitate an aircraft cockpit: pilot, and co-pilot. One could argue that it should be pilot and vice-pilot, or else two co-pilots, but one would be barking up the wrong metaphor. In fact, they've mostly switched to calling the guy in the right seat the First Officer which solves the whole co-nundrum.

None of which changes the fact that the details of administrative duties (as opposed to parliamentary ones) are all different, and to be found in the society's bylaws, not in RONR.