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DOES BOARD HAVE Authority to Limit Term


trmarwaha
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Our organization has 16 trustees,.  Four trustees are elected each year to serve a 4 year term.  The constitution does not put any limit on the term of trustees. 

Each year the 16 member  elects the 6 members of executive committee to run the day to day operation for the Calendar year.  Our constitution clearly states that no trustee can serve in the same executive position for more than 2 year consecutively. Few members of the board are in executive committee for many year, serving in different position complying with the constitution for not serving in the same position for more than 2 years.

Board now wants to make it more equitable for other members to serve in the executive committee.  Proposal is to limit the term of a board members to serve as member of the executive committee. Does the board have authority make this change without the approval from general body.

 

 

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No.  Such a change in the rights of members to serve in office would have to be made in the bylaws, presuming that the general membership is endowed with the power (in those bylaws) to amend the bylaws.

As usual:  "Unless the amendment powers are given to the Board alone, or there are some other special provisions that contol."

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Without having seen your bylaws, it seems to me that this change would likely require an amendment to the bylaws. It amounts to new term limits. Such term limits must be in the by-laws. However, there is nothing to stop the board from unofficially adopting this policy in the form of a gentleman's agreement. 

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19 minutes ago, trmarwaha said:

Our constitution gives the board  "authority to amend the Bylaw only"  but not the Constitution itself, which can be amended only by General Body

My question: Does board have any authority to impose any restrictions on trustees elected by General Body on term limit as members of executive committee.

 

I think we have answered your question. Term limits must be provided for in the bylaws ( or in the Constitution if you have both). Term limits cannot be imposed by way of a simple motion. They must be in the Constitution or bylaws.

Edited to add:  if the trustees want to allow more members to serve as officers and to spread the work around, they can simply elect new people to the executive committee. No new rule is needed. Just start electing new officers.

Edited by Richard Brown
Added last paragraph
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