Q: Does a vote have to occur at a duly called meeting (non-profit) according to bylaws?
Bylaws state a vote of confirmation for hiring a paid "officer" requires 75% approval of general membership but doesn't state when/ how to have a vote.
Bylaw on meeting has instructions on how to call a meeting but not specifically for paid officer votes of confirmation.
If they didn't call a meeting according to the bylaws can they have a legal vote? What are the ramifications of hiring and paying someone who wasn't confirmed at a meeting called according to the bylaws?
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A:
You generally need to follow your bylaws when conducting votes, including holding them during duly called meetings. Since your bylaws require a 75% approval from the general membership for hiring a paid officer, it's important that this vote takes place in the manner prescribed by your bylaws, typically at a properly convened meeting.
If a meeting wasn’t called according to the established procedures, any vote held may be considered invalid. This could undermine the legitimacy of the decision and potentially lead to disputes within the organization.
Hiring and paying someone without the required confirmation could have several consequences. It might result in legal challenges, loss of trust among members, and possible breaches of governance policies. To avoid these issues, it's advisable to adhere strictly to your bylaws when conducting such important votes.
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