Guest Joan Bryant Posted April 23, 2015 at 01:14 PM Report Share Posted April 23, 2015 at 01:14 PM 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? Link to comment Share on other sites More sharing options...
Richard Brown Posted April 23, 2015 at 01:23 PM Report Share Posted April 23, 2015 at 01:23 PM 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. Link to comment Share on other sites More sharing options...
Edgar Guest Posted April 23, 2015 at 01:33 PM Report Share Posted April 23, 2015 at 01:33 PM We plan to change the bylaws to allow less than 10 . . .There's no need to do that. Vacancies occur all the time. And you not only need a new board member, you need a new secretary. Link to comment Share on other sites More sharing options...
Gary Novosielski Posted April 23, 2015 at 02:34 PM Report Share Posted April 23, 2015 at 02:34 PM 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? Link to comment Share on other sites More sharing options...
Guest Joan Bryant Posted April 24, 2015 at 08:46 PM Report Share Posted April 24, 2015 at 08:46 PM We may appoint a person to the BOD. At the annual membership meeting they would stand for election. Link to comment Share on other sites More sharing options...
Edgar Guest Posted April 24, 2015 at 09:44 PM Report Share Posted April 24, 2015 at 09:44 PM We may appoint a person to the BOD. There's no "may" about it. The responsibility to fill a vacancy isn't optional. Link to comment Share on other sites More sharing options...
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