Parliamentary Procedure Q&A
Q:
A Board of Directors of a non-profit organization votes on a motion which carries.
Several hours after the meeting is adjourned, the president polls board members by phone and lobbies them to overturn the board's action.
When he (presumably) gets a majority of board members to overturn the board decision, he declares that action to prevail.
Can a president overrule the decision of the board without calling a special meeting or otherwise assembling the full board to consider the matter?
- Jack Hart, Dec. 15, 1999
A:
No.
If this kind of action is done in an emergency situation, it still needs to be ratified by the board at its next meeting.
See RONR p. 477.
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