Guest Meg Posted October 10, 2017 at 12:38 AM Report Share Posted October 10, 2017 at 12:38 AM If three members resign from a board of seven. What is the protocol on how we can appoint new board members to have a quarum. Please site quotations. Quote Link to comment Share on other sites More sharing options...
J. J. Posted October 10, 2017 at 12:44 AM Report Share Posted October 10, 2017 at 12:44 AM 5 minutes ago, Guest Meg said: If three members resign from a board of seven. What is the protocol on how we can appoint new board members to have a quarum. Please site quotations. What do the bylaws say about filing vacancies? What do they say is the quorum of the board. Quote Link to comment Share on other sites More sharing options...
Guest Meg Posted October 10, 2017 at 12:58 AM Report Share Posted October 10, 2017 at 12:58 AM The bylaws don't say anything and 5 is a quarum. Quote Link to comment Share on other sites More sharing options...
Hieu H. Huynh Posted October 10, 2017 at 01:08 AM Report Share Posted October 10, 2017 at 01:08 AM Then the body that elected members to the board would fill the vacancies (see RONR 11th ed., pp. 467-468). Quote Link to comment Share on other sites More sharing options...
Guest Who's Coming to Dinner Posted October 10, 2017 at 02:14 AM Report Share Posted October 10, 2017 at 02:14 AM If 5 is your quorum, then you won't be able to do any business with 4 members. If you are a self-appointing board, then the law under which you are presumably incorporated may provide otherwise. Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted October 10, 2017 at 03:01 AM Report Share Posted October 10, 2017 at 03:01 AM 1 hour ago, Guest Meg said: The bylaws don't say anything and 5 is a quarum. If you have 7 members on the board and the bylaws are silent about the quorum, how do you figure that the quorum is 5? If your bylaws are silent, then the quorum of a full board is 4, but if 3 resigned, the current quorum might be 3. Quote Link to comment Share on other sites More sharing options...
Guest Who's Coming to Dinner Posted October 10, 2017 at 03:34 AM Report Share Posted October 10, 2017 at 03:34 AM 30 minutes ago, Richard Brown said: If you have 7 members on the board and the bylaws are silent about the quorum, how do you figure that the quorum is 5? If your bylaws are silent, then the quorum of a full board is 4, but if 3 resigned, the current quorum might be 3. I believe we received the answers to J.J.'s two questions in one compound sentence, to wit: The bylaws don't say anything (about filling vacancies) and 5 is (what they say) is a quorum. Quote Link to comment Share on other sites More sharing options...
J. J. Posted October 10, 2017 at 06:54 AM Report Share Posted October 10, 2017 at 06:54 AM 5 hours ago, Guest Meg said: The bylaws don't say anything and 5 is a quarum. Who elects the board members? Quote Link to comment Share on other sites More sharing options...
Guest Meg Posted October 10, 2017 at 07:30 PM Report Share Posted October 10, 2017 at 07:30 PM The board is voted upon by the general members. We need to appoint three people to fill the positions for two months until our next elections. However, there was a discrepancy on how that needs to be done. Quote Link to comment Share on other sites More sharing options...
George Mervosh Posted October 10, 2017 at 07:49 PM Report Share Posted October 10, 2017 at 07:49 PM Without a quorum you can't do anything. Does is really say a quorum is five members or are you interpreting the wording of the quorum requirement to come up with the number 5? Quote Link to comment Share on other sites More sharing options...
Guest Who's Coming to Dinner Posted October 11, 2017 at 02:06 PM Report Share Posted October 11, 2017 at 02:06 PM 18 hours ago, Guest Meg said: The board is voted upon by the general members. We need to appoint three people to fill the positions for two months until our next elections. However, there was a discrepancy on how that needs to be done. If your bylaws allow, call a special meeting of the general members with notice that you will be electing board members to fill the vacancies. Otherwise, your hands are tied for two months. Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted October 11, 2017 at 02:50 PM Report Share Posted October 11, 2017 at 02:50 PM Guest Meg, please quote for us EXACTLY what your bylaws say about the quorum of the board. Please quote the entire provision fully and exactly..... don't paraphrase. Quote Link to comment Share on other sites More sharing options...
J. J. Posted October 12, 2017 at 12:57 PM Report Share Posted October 12, 2017 at 12:57 PM On 10/10/2017 at 3:30 PM, Guest Meg said: The board is voted upon by the general members. We need to appoint three people to fill the positions for two months until our next elections. However, there was a discrepancy on how that needs to be done. The general members can fill the vacancies. Quote Link to comment Share on other sites More sharing options...
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