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Guest ANA

IPP is ex-officio member of board, is he an OFFICER?

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Guest ANA

If immediate past president is ex-officio member of board, does that person have to be listed as an officer?
 

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I can’t give you a citation or an exact quote at the moment, but RONR provides, in essence,  that directors should be considered as officers unless the bylaws provide otherwise.  However, it is quite common for bylaws to provide that the officers of an organization of those people specifically named this officer’s such as the president, vice president, secretary, treasurer, etc. Study your bylaws carefully. Whether your immediate past president is considered an officer may depend upon the exact wording of your bylaws.  
 

The members of your organization itself will have to resolve any ambiguity in your bylaws. For us to do so would be outside the scope of this forum.

Edited by Richard Brown
To correct a paragraph that repeated itself

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On 1/15/2020 at 2:00 PM, Guest ANA said:

If immediate past president is ex-officio member of board, does that person have to be listed as an officer?
 

Unless the By-laws specifically state otherwise, I would say no.  The reason I am saying this is because the position is essentially an ex-officio member of the Board.  He/she is only on the Board because of the position he/she holds.

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Generally, all the officers are on the board ex officio, that is, because of the position they hold. For example, you could say that the current president "is essentially an ex-officio member of the Board.  He/she is only on the Board because of the position he/she holds."

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11 hours ago, Rev Ed said:

Unless the By-laws specifically state otherwise, I would say no.  The reason I am saying this is because the position is essentially an ex-officio member of the Board.  He/she is only on the Board because of the position he/she holds.

But he is still a member of the board, is he not? Which means he is a director, right?  And RONR says directors should be classified as directors unless the bylaws provide otherwise, correct? Are you saying he should be treated differently because he is on the Board ex officio, by virtue of some other position he holds ? Shouldn’t he be treated and listed precisely the same as the other directors? He is no less a director than the other directors, is he?

Consider this: what if the bylaws provide that the officers shall be a president, vice president, secretary,  treasurer, and Historian.  And assume The bylaws further provide that all officers shall be elected except for the historian, who shall be the immediate past president.

Would you still maintain that the historian is not an officer and should not be listed as one since he’s not elected?

Edited by Richard Brown
Typographical corrections caused by using voice to text

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