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Vice President superceding bylaws by eliminating monthly member meeting


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Guest painterly interpretation

In our community organization, the vice president recently set up a schedule of monthly activities which should normally include a member meeting each month. Instead, there were outside activities which she scheduled and unilaterally deemed 'in lieu of' a monthly meeting. This schedule pretty much means that from April through September, there will be no meeting. This was not done with the approval of the executive board. While the bylaws state that there must be a minimum of 8 meetings which she may or may not get to (we don't have a schedule yet of the entire year), there would be 3 months with no meeting where previously there always were meetings; April, May and June. This was a decision made by the Vice President alone and we are wondering if a Vice President has that ability, to decide to eliminate meetings on her/his own? We would like some guidance in how to procede. We were unable to find any information specifically germain to failure to abide by the bylaws by an officer, or, unilateral decisions that effect the club at large, or about this topic specifically scheduling of meetings. What if an officer of the organizaiton makes decisions that are contrary to 1) the culture of the club 2) outside the accepted approval practices of the President and Board, and 3) not deemed in the best interest of the organization's membership, and 4) contrary to the bylaws of the organization. Any thoughts?

Thanks!

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The VP only has the authority that the bylaws or the assembly give her. Whether the bylaws give her that authority is for you all to determine (and if she insists she does have that authority demand to be shown the document granting her the authority). If she doesn't have the authority then go ahead and hold the meeting without her. If she shows up great if she doesn't that is fine as well. If you all want to send a stronger message see FAQ #20.

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The VP only has the authority that the bylaws or the assembly give her. Whether the bylaws give her that authority is for you all to determine (and if she insists she does have that authority demand to be shown the document granting her the authority). If she doesn't have the authority then go ahead and hold the meeting without her. If she shows up great if she doesn't that is fine as well. If you all want to send a stronger message see FAQ #20.

Yeah, but... if it's the VP's job to schedule the meetings, and if she hasn't scheduled any meetings for the next few months, how would the membership go about holding the (unscheduled) meetings?

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Yeah, but... if it's the VP's job to schedule the meetings, and if she hasn't scheduled any meetings for the next few months, how would the membership go about holding the (unscheduled) meetings?

If it is the VP's job to schedule meetings then she has the authority to set them however she wants as long as she stays within the bylaws bounds. If she has the authority to schedule meetings but goes out of bounds then they need to look to their bylaws and FAQ #20 to see what options are available (for example do the bylaws authorize the calling of Special Meetings outside of the VP's scheduling authority, is there some mechanism in the bylaws to schedule regular meetings outside of the VP's authority if she is being derelict in her duty or is unable to do her duty, etc?).

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I think the answers here start with the bylaws. If they say there must be 8 meetings a year (no other qualification), that could be achieved in an 8-day span, or possibly even in one day if the meetings were brief enough. While RONR certainly likes to seem them at least quarterly or oftener, that's no mandate. Until the year has passed it will be hard to judge the VP for sure on that.

But we also don't really have a clear knowledge of what the VP's duties and authority are. Apparently she schedules monthly activities (whether that's in the bylaws, who knows?), as perhaps other VPs before her have as well (by custom?), along with monthly meetings. But we're flying blind here with assumptions and supposition.

The OP raises several concerns that mostly center on this VP "going rogue", somehow making decisions on her own against the club culture, will of the board, and bylaws. Where is the President in this, and the rest of the board? Where is the membership? Is this a new VP that is doing things her way?

There's too many pieces to the puzzle missing here.

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Guest painterly interpretation

Thank you all for your responses. You've been very helpful.

We were trying to quietly assess this situation without moving too quickly or incorrectly, without guidance on protocol.

We will do more homework to establish where possible breaches are vs. what we can find here. The bylaws do state a minimum of 8 meetings. We are already considering having a meeting scheduled for months currently eliminated by the Vice President, and which the President feels are appropriate, with any presenters or programs TBD as of now. However, we were not sure that such an action as scheduling meetings around the Vice President was appropriate too. Also, correctly stated above, the end of the year might prove to have been within the guidlines of 8 meetings minimum but as of now, the schedule presented lacks the customary meetings that the organization was used to. Instead of going from April through to September with no meetings in between, we thought we'd look at it sooner rather than later in hindsight.

Background: It is a new board with a new President and a new Vice President, neither of whom are new to corporate and/or community organization hierarchy and structure. This situation has never arisen before and we were at a temporary loss of how to procede. Typically, there have always been 9-10 meetings with a summer event and holiday celebration in lieu of a meeting. This was a longer break than normal, from March to September. Yes, the VP scheduled that way, and, as her only real function, at her request, is to schedule the meetings and presenters, it came as a surprise and poses a problem for the President, who is working hard to grow the organization and brand it in the community. The Vice President is a lovely person, no one wants to offend but we also cannot have her making unilateral decisions that effect the organization.

The President was looking for protocol and options, as, any action will certainly spark some amount of controversy. While that may be justified, we just wanted to dot our collective i's and cross our t's before bringing up the issue with either just the VP or the VP and board as well.

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