Guest Jim Posted December 10, 2017 at 03:55 PM Report Share Posted December 10, 2017 at 03:55 PM If the article of incorporation states members elect directors and officers but Bylaws state officers are elected by directors which is the legal binding one to follow? Jim Quote Link to comment Share on other sites More sharing options...
Hieu H. Huynh Posted December 10, 2017 at 04:06 PM Report Share Posted December 10, 2017 at 04:06 PM The articles of incorporation supersedes all the other rules of the organization. Quote Link to comment Share on other sites More sharing options...
jstackpo Posted December 10, 2017 at 04:15 PM Report Share Posted December 10, 2017 at 04:15 PM But... read the Arts of Incorp carefully. There may be "escape" clauses like "Except where adopted bylaws say otherwise" that allow the organization to change things from what the Arts say by adopting appropriate bylaw provisions. Also, the various state incorporation laws may say this sort of thing, too. This gets us into legal questions, which are beyond the scope of this B-Board. Quote Link to comment Share on other sites More sharing options...
Guest Jim Posted December 10, 2017 at 05:02 PM Report Share Posted December 10, 2017 at 05:02 PM Thanks HHH & jstackpo that was my understanding but wanted some feed back. I have a call into the lawyer for his help. Jim Quote Link to comment Share on other sites More sharing options...
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