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Death of a Board member


Guest Joan Bryant

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Our by laws state we must have a minimum of 10 board members. Our secretary just died and we now have 9 members. We do not have an immediate replacement. We plan to change the bylaws to allow less than 10 but cannot do that until our next membership meeting in November. In the meantime, can we continue to vote on issues and operate as a functioning board?

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Yes.  For the time being, until the vacancy is filled, you have a board of nine rather than a board of ten.  Just fill the vacancy asap in keeping with your bylaws.  If you intentionally leave the membership at nine when you can fill the vacancy but have simply chosen not to, you are violating your bylaws.  It is understood that it might take a month or two to fill the vacancy depending on the process set out in your bylaws. 

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Our by laws state we must have a minimum of 10 board members. Our secretary just died and we now have 9 members. We do not have an immediate replacement. We plan to change the bylaws to allow less than 10 but cannot do that until our next membership meeting in November. In the meantime, can we continue to vote on issues and operate as a functioning board?

Yes, but you need a recording officer.  Is the secretary elected from among the members of the board, or elected as secretary by the membership?

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