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To: AndyJackson

I’m heavily involved in a non-profit in Canada, where the rules may be different.

The article states that Schlafly herself removed several members from the board the previous week. At least in Canada, this isn’t how board members are removed. While I’ve not read all of the posts, I’ve read a substantial number, and am struck that no one has picked up on this point. If Schlafly undertook a purge on her own initiative that was rogue, pushback might be expected. In your experience, can a founder dismiss members of the board on his own initiative?

Up here there are provisions for what must be done to convene without the president convening, and convening without the president. I can’t imagine not having such provisions since the incapacitation of the president (death or a coma) would decapitate the organization.

E-mail and teleconferencing has certainly changed things in Canada, and I imagine may be changing things down there, about what is necessary for notice of motion and what constitutes “place.”


148 posted on 04/12/2016 6:25:36 AM PDT by Hieronymus ( (It is terrible to contemplate how few politicians are hanged. --G. K. Chesterton))
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To: Hieronymus
The article states that Schlafly herself removed several members from the board the previous week.

I did pick up on that, and that also is not proper here either as board members are generally selected by the membership, unless it is a nonprofit without members in which case this is open season for a cat-fight of enormous magnitude.

OTOH, if they had breached their fiduciary duties and she therefore told them their presence was no longer welcome, they have an option. They can go to court for an order invalidating corporate actions in their absence and restoring their positions on the board. But their improper actions would come to light in court.

Sounds like a mess to me.

212 posted on 04/12/2016 6:48:44 AM PDT by AndyJackson
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