KCBS: removing a BoD member

motoeric · 02-08-2008, 05:18 PM

Does anyone know if there are any mechanics in place to do this? Maybe a 2/3 vote by the membership or something?

Eric

River City Smokehouse · 02-08-2008, 05:28 PM

Section 4.07 Removal; Vacancies:

A director may be removed, with cause, upon the affirmative vote of a majority of the

directors. Any vacancy in the Board of Directors resulting from any cause whatsoever may be
filled by a majority of the remaining directors at the next regular meeting and will fulfill the
balance of the vacated term. Fulfilling this term will not count toward the director’s limit of two

consecutive three-year terms.

BBQchef33 · 02-08-2008, 07:58 PM

it also allows them to 'appoint' anyone they want to fill the vacancy.

ThomEmery · 02-08-2008, 08:04 PM

The membership cant remove a Director?

Yakfishingfool · 02-08-2008, 08:22 PM

A membership shouldn't as I understand. Role of the membership is to elect members to the board and express their desires to the board. the board has a fiduciary and moral responsibility to do what is best for the corporation. If it is felt that this is not being done. A member can get a lawyer and hold the BOD's feet to the fire. There are laws out there to protect members/shareholders...read Enron and the like. If a membership group were to get the support of the majority of the board, change could/would happen. Otherise it's through lawyers. Scott

02-08-2008, 05:18 PM	#1
motoeric Babbling Farker Join Date: 08-07-06 Location: huntington, ny Downloads: 0 Uploads: 0	KCBS: removing a BoD member Does anyone know if there are any mechanics in place to do this? Maybe a 2/3 vote by the membership or something? Eric __________________ Smoke Signals Current Issue A BBQ Brethren Publication 2 Thessalonians 2:15 Exodus 12:9

02-08-2008, 05:28 PM	#2
River City Smokehouse is One Chatty Farker Join Date: 09-25-05 Location: Jefferson City, Missouri Downloads: 0 Uploads: 0	Taken from the Bi Laws of the KCBS Section 4.07 Removal; Vacancies: A director may be removed, with cause, upon the affirmative vote of a majority of the directors. Any vacancy in the Board of Directors resulting from any cause whatsoever may be filled by a majority of the remaining directors at the next regular meeting and will fulfill the balance of the vacated term. Fulfilling this term will not count toward the director’s limit of two consecutive three-year terms. __________________ "Please let me be the person my dog thinks I am." ~Author Unknown 8 x 18 Haulmark Trailer Fast Eddy FEC 100 Traeger Texas BBQ 075 UDS "Cool Hand Luke" 3 Weber Kettles and a Yellow Thermapen KCBS Certified BBQ Judge #8425

02-08-2008, 07:58 PM	#3
BBQchef33 Grand Poobah and Site Admin Join Date: 08-11-03 Location: Long Island, NY Downloads: 10 Uploads: 4	it also allows them to 'appoint' anyone they want to fill the vacancy. __________________ Site Administrator and Grand PooBah CBJ with a Fuzzy Blue Hat, 18 Foot Competition Trailer, Customized Klose BYC, Custom Klose built MoAB (Mother of All Banderas) passed on to Big Dog, 1 Double Barreled Lang 84, 1 Heavily Modified Bionic Bandera, 1 Custom Super Medium Stickburning Spicewine w/stoker, 1 XL BGE, 1 Mini BGE, 1 Pit Barrel Cooker, 3 WSMs, 3 Weber Kettles, an NB Hondo, A Modified Brinkman Horizontal, DCS 48" Grill, a Broilmaster P3, a covered, pellet pooping FEC100, and our duck died. :( News Flash: "A mans worth is judged by the weight of his integrity " You know your getting older when you choose your cereal for the fiber, not the toy Smoke on KC. WWW.BBQ-BRETHREN.COM

02-08-2008, 08:04 PM	#4
ThomEmery Babbling Farker Join Date: 08-20-05 Location: Indio Ca. Downloads: 0 Uploads: 0	The membership cant remove a Director? __________________ Catering, Contests, and Community Service http://bbqthom.ning.com/video/our-wells-cargo-trailer Serving Jesus and great BBQ :) Team What Wood Jesus Q?

02-08-2008, 08:22 PM	#5
Yakfishingfool Babbling Farker Join Date: 10-01-05 Location: Shokan, New York Downloads: 0 Uploads: 0	A membership shouldn't as I understand. Role of the membership is to elect members to the board and express their desires to the board. the board has a fiduciary and moral responsibility to do what is best for the corporation. If it is felt that this is not being done. A member can get a lawyer and hold the BOD's feet to the fire. There are laws out there to protect members/shareholders...read Enron and the like. If a membership group were to get the support of the majority of the board, change could/would happen. Otherise it's through lawyers. Scott __________________ Oh It'z BBQ! 6 Kayaks(tarpon 160i, 2 tarpon 120's, a hobie outback, hobie tandem, and a Kaskazi Dorado) 1 Weber Gold Series Grill 1 Spicewine Large on a trailer 1 WSM 1 Smokey Joe Platinum 1 XL Big Green Egg KCBS Certified Judge #9079

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