Tinamarie Posted August 17, 2021 at 03:19 PM Report Share Posted August 17, 2021 at 03:19 PM North Carolina statute on non-profit corporations Chapter 55A states, "If the corporation has members entitled to vote for directors, all the directors (except the initial directors) shall be elected at the first annual meeting of such members, and at each annual meeting thereafter, unless the articles of incorporation or bylaws provide some other time or method of election, or provide that some of the directors are appointed by some other person or are designated." I would like clarification on the word designated. I am reviewing the Bylaws of a non-profit. It says that the Founding President "shall serve in that capacity until she resigns." Does the word designated equate to that article in the Bylaws? I thought that to designate an officer or member of the Board of Directors, the Board must make that designation. The bylaw seems to contradict the statute above. Can anyone interpret this for me? Quote Link to comment Share on other sites More sharing options...
Weldon Merritt Posted August 17, 2021 at 07:03 PM Report Share Posted August 17, 2021 at 07:03 PM If you want a legal interpretation, contact a lawyer. But from a purely parliamentary standpoint, I would say that "the Founding President" has been designated--in the bylaws. Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted August 17, 2021 at 08:56 PM Report Share Posted August 17, 2021 at 08:56 PM I tend to agree with Mr. Merritt that the president for life has already been designated. From a parliamentary standpoint, I believe it is permissible to do so. However, since the interpretation is a statute is involved, you really need advice from an attorney in your area on that issue. Quote Link to comment Share on other sites More sharing options...
Tinamarie Posted August 17, 2021 at 09:07 PM Author Report Share Posted August 17, 2021 at 09:07 PM I would think that an amendment to the bylaws could handle this, if the organization wants a change. That is up to them. I will advise that they contact an attorney who deals with non-profits. Thanks for the replies. Quote Link to comment Share on other sites More sharing options...
Gary Novosielski Posted August 27, 2021 at 11:49 PM Report Share Posted August 27, 2021 at 11:49 PM On 8/17/2021 at 4:56 PM, Richard Brown said: I tend to agree with Mr. Merritt that the president for life has already been designated. From a parliamentary standpoint, I believe it is permissible to do so. However, since the interpretation is a statute is involved, you really need advice from an attorney in your area on that issue. It's president for more than just life, unless the Founding President has the foresight to resign before shuffling off this mortal coil. Quote Link to comment Share on other sites More sharing options...
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