Guest Diane Posted January 14, 2011 at 05:47 PM Report Share Posted January 14, 2011 at 05:47 PM The bylaws of our nonprofit organization state that the board shall have a minimum of seven (7) board members, two (2) each from our main organizational members and the remainder from either individual members or smaller organizations that are members. Two board members resigned and we have not yet been able to fill the positions. Can the five (5) remaining board members meet and act for the organization until we can find more board members, or does the fact that we don't currently have the minimum number of board members required by our bylaws tie our hands? Link to comment Share on other sites More sharing options...
hmtcastle Posted January 14, 2011 at 05:53 PM Report Share Posted January 14, 2011 at 05:53 PM Can the five (5) remaining board members meet and act for the organization until we can find more board members, or does the fact that we don't currently have the minimum number of board members required by our bylaws tie our hands?Vacancies occur all the time without bringing the business of a board to a grinding halt. As long as you can meet your quorum requirement you're good to go. But you (or the general membership) does have an obligation to fill the vacancies as soon as possible. Link to comment Share on other sites More sharing options...
Guest Diane Posted January 14, 2011 at 06:10 PM Report Share Posted January 14, 2011 at 06:10 PM Vacancies occur all the time without bringing the business of a board to a grinding halt. As long as you can meet your quorum requirement you're good to go. But you (or the general membership) does have an obligation to fill the vacancies as soon as possible.Thank you so much. That's what I thought, but we have one board member who has been questioning our authority to act in the meantime. She, unsurprisingly, is not in agreement with all the other board members on several issues and has brought this question forward in what appears to be an attempt to stop all board action because she is not getting her own way. We have scheduled a meeting for next week and will definitely have a quorum as all five (5) currently serving board members will attend (including our dissident member). We are actively seeking more members but must wait until we find one more individual member and until one of our contingent organizations appoints a successor for one of their representatives who has recently resigned. We can't force that organization to appoint faster than they are willing to act, even though it inconveniences our board. We just need to carry on until we can get our full complement of board members. Link to comment Share on other sites More sharing options...
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