CKSK@ATT.NET Posted February 4, 2015 at 01:19 PM Report Share Posted February 4, 2015 at 01:19 PM I am a new president of a non-profit organization. I have been a member for over 10 years. Our by-laws require us to elect a president, VP, Secretary, treasurer, and 3 trustees. Trustees serve 3 year staggering terms, all others one year terms. In the description of their duties, it clearly states that trustees will audit the treasurer's reports and all accounts quarterly. All chairpersons will submit budgets to be reviewed by the executive committee and accepted by the whole association. We have only 2 accounts - checking and savings. All expenditures must be approved by the association and all checks must be double signed. Last year, a "finance committee" was appointed - not sure by whom. They added to our by laws that this committee shall also perform quarterly audits, review budgets, and assist with getting bids. I believe this is not needed. We ELECT officers and trustees to perform this duty. I am receiving pressure to enact this finance committee. Is there a rule that governs appointment of finance committees? Do I have to appoint the same members as last year or can I as president appoint my own? Can I appoint my current trustees? Thank youCK Link to comment Share on other sites More sharing options...
Gary Novosielski Posted February 4, 2015 at 01:34 PM Report Share Posted February 4, 2015 at 01:34 PM If this committee is established in your bylaws, then presumably your bylaws were amended at some point to add this. Somewhere in your minutes there would be a record of this amendment, presuming it really happened. Committees can't just get appointed by magic. There are rules regarding who gets to appoint/relieve members to/from committees, but those rules would probably be in your bylaws as well. Link to comment Share on other sites More sharing options...
Transpower Posted February 4, 2015 at 01:36 PM Report Share Posted February 4, 2015 at 01:36 PM If this is a standing committee listed in the bylaws, and its duties are specified therein, then you must comply. If this committee reports to the board, not to the association as a whole, then you and the board get to appoint the membership; you would not necessarily have to appoint the same members as last year. If the committee reports to the association as a whole, then the association has to appoint the members, or accept volunteers; I think this latter case is rather unlikely. I do not see a problem with appointing your current trustees. Link to comment Share on other sites More sharing options...
CKSK@ATT.NET Posted February 4, 2015 at 01:53 PM Author Report Share Posted February 4, 2015 at 01:53 PM If this committee is established in your bylaws, then presumably your bylaws were amended at some point to add this. Somewhere in your minutes there would be a record of this amendment, presuming it really happened. Committees can't just get appointed by magic. There are rules regarding who gets to appoint/relieve members to/from committees, but those rules would probably be in your bylaws as well.The only amendment to our by-laws was the job description of the finance committee. It did not include who or how members would be appointed to this committee. An outside source that oversees all county 4H forced us to put this amendment into our by-laws. She is not a member of our organization but determines which of us can remain as 4H club advisors....which has a great impact on our organization! Link to comment Share on other sites More sharing options...
Gary Novosielski Posted February 4, 2015 at 02:35 PM Report Share Posted February 4, 2015 at 02:35 PM The only amendment to our by-laws was the job description of the finance committee. It did not include who or how members would be appointed to this committee. An outside source that oversees all county 4H forced us to put this amendment into our by-laws. She is not a member of our organization but determines which of us can remain as 4H club advisors....which has a great impact on our organization!Sometimes the bylaws give the president the right to appoint (the membership of) all committees. Sometimes they don't. Sometimes this is listed under the duties of the president, sometimes it's someplace else. You'll need to read the bylaws in their entirety to know. If there's nothing in there about appointing, then refer to Transpower's message above. Determine to what body the committee reports, and you'll know who appoints the members. Link to comment Share on other sites More sharing options...
Tom Coronite Posted February 4, 2015 at 02:54 PM Report Share Posted February 4, 2015 at 02:54 PM Find the minutes, as noted in post #2. Perhaps if the members of the committee were appointed, there's a record of those appointments in the minutes (assuming it was done at a meeting!!) Link to comment Share on other sites More sharing options...
CKSK@ATT.NET Posted February 4, 2015 at 03:24 PM Author Report Share Posted February 4, 2015 at 03:24 PM Sometimes the bylaws give the president the right to appoint (the membership of) all committees. Sometimes they don't. Sometimes this is listed under the duties of the president, sometimes it's someplace else. You'll need to read the bylaws in their entirety to know. If there's nothing in there about appointing, then refer to Transpower's message above. Determine to what body the committee reports, and you'll know who appoints the members.I have read the bylaws in their entirely. The President appoints chairpersons. It does not state anywhere about appointing "members" to committees. Our by-laws also do not state whether committees report to the board or to the association. Thanks for all of your help! I sincerely appreciate it! Link to comment Share on other sites More sharing options...
Bruce Lages Posted February 4, 2015 at 04:12 PM Report Share Posted February 4, 2015 at 04:12 PM You say in your original post that the bylaws specify that the trustees are responsible for conducting quarterly audits of the treasurer's report and all accounts. But now there is a recent amendment to the bylaws that specifies that a finance committee shall also perform quarterly audits. You seem to have a clear-cut conflict in your bylaws on this point that probably should have been dealt with when the more recent amendment was considered. SInce you say that an 'outside source' forced that amendment on you, it's not hard to imagine that the conflict in responsibilities was overlooked at the time. The obvious solution to this would be to amend your bylaws again to resolve the conflict by giving the responsibility for audits to one of the two entities. I would not recommend having two independent groups both conducting their own audit - what would you do if they each came to different conclusions? If that is not an immediate option, you might consider urging whoever is going to appoint members to the finance committee - which will probably be the general membership in the absence of any rule to the contrary - to appoint the trustees. Link to comment Share on other sites More sharing options...
Edgar Guest Posted February 4, 2015 at 04:21 PM Report Share Posted February 4, 2015 at 04:21 PM Our by-laws require us to elect a president, VP, Secretary, treasurer, and 3 trustees. In your third post you mention a board. Would this be a "Board of Trustees"? And would the officers (i.e. President, Vice-president, Secretary and Treasurer) be members of the board? If so, they're trustees too. See this recent post. Link to comment Share on other sites More sharing options...
Josh Martin Posted February 4, 2015 at 07:59 PM Report Share Posted February 4, 2015 at 07:59 PM I have read the bylaws in their entirely. The President appoints chairpersons. It does not state anywhere about appointing "members" to committees. Our by-laws also do not state whether committees report to the board or to the association.If the bylaws are truly silent on this subject, then my opinion would be that, by default, a standing committee is a committee of the association and its members are appointed by the association - except that the President appoints the committee's chairman, per your bylaws.It seems it will be necessary to amend the bylaws in the future to clear up these details. Link to comment Share on other sites More sharing options...
CKSK@ATT.NET Posted February 9, 2015 at 04:19 PM Author Report Share Posted February 9, 2015 at 04:19 PM Thank you all for your advice. I will proceed to have the by-laws amended. Link to comment Share on other sites More sharing options...
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