Erwin, TN asked in Business Formation and Business Law for Tennessee

Q: can the treasurer of a non profit, an officer of the corporation, also serve on the board of directors? State is TN

1 Lawyer Answer

A: There is nothing to prevent the treasurer from serving on the board of directors in Tennessee, assuming that there is nothing in the bylaws that would prevent this.

The only requirement for serving on the board under the Tennessee Nonprofit Corporation Act is that “All directors must be natural persons. The charter or bylaws may prescribe other qualifications for directors. A director need not be a resident of this state or a member of the corporation unless the charter or bylaws so prescribe.” The portion of the Tennessee Nonprofit Corporation Act that talks about officers only specifically mentions the President and Secretary (all nonprofits must have those two officers) and that "a corporation has the officers described in its bylaws or designated by its board of directors in accordance with the bylaws." The law requires that the same person cannot be both the president and secretary, but there is no restriction on officers also being directors.

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