Source: Adrian J. Adams Esq.
QUESTION: I need to know how many times a board member can miss meetings consecutively before being removed from the board.
ANSWER: There is nothing in the law about removing a director for missed meetings. That would be covered by your bylaws.
Bylaws. If your bylaws are silent, a director could miss every single meeting and the board would be powerless to address the problem. At best, the board could censure the missing director and ask the membership to remove him via a recall election.
RECOMMENDATION: You should consider amending your bylaws to make attendance at meetings a qualification for serving on the board. A common provision I use is if a director misses three consecutive regular meetings or a total of four regular meetings in a 12-month period, the board can vacate the director’s seat and appoint a replacement. If you amend your bylaws, you should include other qualifications as well. Let me know if you need assistance.
No comments:
Post a Comment