Board of Directors

[Guest Betsy]

In our by-laws under the Emergency Clause it reads:

When the Board of Directors decides an emergency exists.......How many does this mean? We have a total of 7 on the BOD (Pres., VP, Secreatry/Treasurer, and 4 directors).

[Robert B Fish]

In our by-laws under the Emergency Clause it reads:

When the Board of Directors decides an emergency exists.......How many does this mean? We have a total of 7 on the BOD (Pres., VP, Secreatry/Treasurer, and 4 directors).

It's nearly impossible to properly interpret such a snippet other than to say that "...Directors decides..." must mean a decision taken at a properly called meeting with a quorum present unless the bylaws clearly indicate otherwise.

-Bob

[Kim Goldsworthy]

In our by-laws under the Emergency Clause it reads:

When the Board of Directors decides an emergency exists...

How many does this mean? We have a total of 7 on the BOD (Pres., VP, Secreatry/Treasurer, and 4 directors).

Board decisions are always by majority vote, unless a rule exists which overrides this default vote threshold.

Thus, the board must MEET in a proper MEETING, with a QUORUM present, to render its official judgment.

I think you fear that 3 or 4 board members will "decide" things on their own on weekends or via e-mail. - Such is NOT the decision of a board, but a decision of a subset of individuals.