How JustAnswer Works:

  • Ask an Expert
    Experts are full of valuable knowledge and are ready to help with any question. Credentials confirmed by a Fortune 500 verification firm.
  • Get a Professional Answer
    Via email, text message, or notification as you wait on our site.
    Ask follow up questions if you need to.
  • 100% Satisfaction Guarantee
    Rate the answer you receive.

Ask N Cal Attorney Your Own Question

N Cal Attorney
N Cal Attorney, Attorney
Category: Legal
Satisfied Customers: 8120
Experience:  since 1983
9653905
Type Your Legal Question Here...
N Cal Attorney is online now
A new question is answered every 9 seconds

A non profit incorporated in 1987 with about 80 members to

Resolved Question:

A non profit incorporated in 1987 with about 80 members to meet the religious,social and cultural betterment of its members.The non profit brought a property and building in 1988.
There were two types of membership:1. Life-time members who are members for life for payment of a higher contribution and 2.Non-Life time member who become member from year to year .By 2002 there was disharmony in the community and a members started to quiet the community.From 2009 on wards the control of the building and property ended up two people who call themselves the "community" and them them the 'directors'.They do are renting the community hall to the public and pocketing the moneys with no body to look over them.In June of 2013 about 45 old time members reconvened as the old community(which include a majority of Life time members).But the two members community is putting stipulations like Life time members pay 1000.00 per year of default and new members pay 3000.00 for entry.They claim amendments to the Bye Laws made which make them valid.They have an attorney.The 45 members have one too.Please advise and any advise will be greatly appreciated.
Submitted: 10 months ago.
Category: Legal
Expert:  N Cal Attorney replied 10 months ago.
I'm sorry to hear this.

I have to ask where this happened.
Customer: replied 10 months ago.

In Stafford,TX 77477

Expert:  N Cal Attorney replied 10 months ago.
Have you seen the amendments to the by-laws?

http://www.sos.state.tx.us/corp/nonprofitfaqs.shtml#NPC8
states:
"Section 22.351 of the Texas Business Organizations Code gives a member of a nonprofit corporation, on written demand, the right to examine and copy the corporation’s books and records. The member, or the member’s agent, accountant, or attorney, may examine and copy these records at any reasonable time and for a proper purpose. Section 22.352 also requires a nonprofit corporation to maintain financial records in accordance with generally accepted accounting principles; the board of directors is required to prepare or approve an annual financial report for the preceding year."

Customer: replied 10 months ago.

They are disputing my right as a life time member (makes a member of the non profit for life) based on the fact that I was did not pay the yearly dues for all these ten years.The two member community claim that amendments were made to the constitution in my absence which entitles them the right to charge 1000.00 fine per year of delinquency.According to them I am not member,but member of public.Accordingly they are not obliged to show amendments or minutes to the public.About the financial records: they provided papers which is supposed (?) to be audited by a private individual for the last three years.It give some income and matching expenses.


 

Expert:  N Cal Attorney replied 10 months ago.
The page I linked to also states:
"The Texas Attorney General has statutory authority to (1) investigate charities that operate as nonprofit corporations, and (2) inspect the books and records of all corporations, including nonprofit corporations."

It sounds like the corporation has been hijacked by those two.

I believe it would be appropriate to raise this problem with the AG. That would not require you to hire a private attorney to gain access to the books and records, and I believe the AG will determine that a lifetime member is still a member despite subsequent amendments to the by-laws.

Complaining to the AG would be a good first step.

The statute on non-profit by-laws states:
Sec. 22.102. BYLAWS. (a) The initial bylaws of a corporation shall be adopted by the corporation's board of directors or, if the management of the corporation is vested in the corporation's members, by the members.
(b) The bylaws may contain provisions for the regulation and management of the affairs of the corporation that are consistent with law and the certificate of formation.
(c) The board of directors may amend or repeal the bylaws, or adopt new bylaws, unless:
(1) this chapter or the corporation's certificate of formation wholly or partly reserves the power exclusively to the corporation's members;
(2) the management of the corporation is vested in the corporation's members; or
(3) in amending, repealing, or adopting a bylaw, the members expressly provide that the board of directors may not amend or repeal the bylaw.

I do not know what the Certificate of Formation says about this, but you should be able to get a copy of the Certificate from the Texas Secretary of State if you do not have a copy.

I hope this information is helpful.
Customer: replied 10 months ago.

Thank you for the advise.Your assessment is correct.These two member community is virtually keeping and using the community property for personal gains. The amendments they claim they made enabling them to charge 1000.00 fine from me and other life time members were put there to stop us from getting back in to the community.


In the absence of any other member to participate are these two members and their spouses constitute a community ?Will their decisions will be binding on the other members who were absent from the community ?

Expert:  N Cal Attorney replied 10 months ago.
I cannot answer those questions without seeing the certificate of formation and by-laws, but it definitely sounds improper for two people to seize control of a non-profit.
N Cal Attorney, Attorney
Category: Legal
Satisfied Customers: 8120
Experience: since 1983
N Cal Attorney and 9 other Legal Specialists are ready to help you
Expert:  N Cal Attorney replied 10 months ago.
Thank you for accepting my answer!

JustAnswer in the News:

 
 
 
Ask-a-doc Web sites: If you've got a quick question, you can try to get an answer from sites that say they have various specialists on hand to give quick answers... Justanswer.com.
JustAnswer.com...has seen a spike since October in legal questions from readers about layoffs, unemployment and severance.
Web sites like justanswer.com/legal
...leave nothing to chance.
Traffic on JustAnswer rose 14 percent...and had nearly 400,000 page views in 30 days...inquiries related to stress, high blood pressure, drinking and heart pain jumped 33 percent.
Tory Johnson, GMA Workplace Contributor, discusses work-from-home jobs, such as JustAnswer in which verified Experts answer people’s questions.
I will tell you that...the things you have to go through to be an Expert are quite rigorous.
 
 
 

What Customers are Saying:

 
 
 
  • Mr. Kaplun clearly had an exceptional understanding of the issue and was able to explain it concisely. I would recommend JustAnswer to anyone. Great service that lives up to its promises! Gary B. Edmond, OK
< Last | Next >
  • Mr. Kaplun clearly had an exceptional understanding of the issue and was able to explain it concisely. I would recommend JustAnswer to anyone. Great service that lives up to its promises! Gary B. Edmond, OK
  • My Expert was fast and seemed to have the answer to my taser question at the tips of her fingers. Communication was excellent. I left feeling confident in her answer. Eric Redwood City, CA
  • I am very pleased with JustAnswer as a place to go for divorce or criminal law knowledge and insight. Michael Wichita, KS
  • PaulMJD helped me with questions I had regarding an urgent legal matter. His answers were excellent. Three H. Houston, TX
  • Anne was extremely helpful. Her information put me in the right direction for action that kept me legal, possible saving me a ton of money in the future. Thank you again, Anne!! Elaine Atlanta, GA
  • It worked great. I had the facts and I presented them to my ex-landlord and she folded and returned my deposit. The 50 bucks I spent with you solved my problem. Tony Apopka, FL
  • Not only did he answer my Michigan divorce question but was also able to help me out with it, too. I have since won my legal case on this matter and thank you so much for it. Lee Michigan
 
 
 

Meet The Experts:

 
 
 
  • Tina

    Lawyer

    Satisfied Customers:

    8436
    JD, BBA Over 25 years legal and business experience.
< Last | Next >
  • http://ww2.justanswer.com/uploads/MU/multistatelaw/2011-11-27_173951_Tinaglamourshotworkglow102011.64x64.jpg Tina's Avatar

    Tina

    Lawyer

    Satisfied Customers:

    8436
    JD, BBA Over 25 years legal and business experience.
  • http://ww2.justanswer.com/uploads/RA/ratioscripta/2012-6-13_2955_foto3.64x64.jpg Ely's Avatar

    Ely

    Counselor at Law

    Satisfied Customers:

    19941
    Private practice with focus on family, criminal, PI, consumer protection, and business consultation.
  • http://ww2.justanswer.com/uploads/FL/FLAandNYLawyer/2012-1-27_14349_3Fotolia25855429M.64x64.jpg FiveStarLaw's Avatar

    FiveStarLaw

    Attorney

    Satisfied Customers:

    8189
    25 years of experience helping people like you.
  • http://ww2.justanswer.com/uploads/jespoag/2008-12-17_222355_jessepic.jpg JPEsq's Avatar

    JPEsq

    Attorney

    Satisfied Customers:

    2132
    Experience as general attorney, in house counsel, SSDI, Family Law attorney, and law professor
  • http://ww2.justanswer.com/uploads/gsenmartin/2008-04-22_214950_me1.jpg Guillermo J. Senmartin, Esq.'s Avatar

    Guillermo J. Senmartin, Esq.

    Attorney

    Satisfied Customers:

    110
    7+ years of experience handling various legal matters.
  • http://ww2.justanswer.com/uploads/PA/PaulmoJD/2013-10-10_195858_JAImage.64x64.jpg Law Educator, Esq.'s Avatar

    Law Educator, Esq.

    Attorney

    Satisfied Customers:

    31621
    JA Mentor -Attorney Labor/employment, corporate, sports law, admiralty/maritime and civil rights law
  • http://ww2.justanswer.com/uploads/dkaplun/2009-05-17_173121_headshot_1_2.jpg Dimitry K., Esq.'s Avatar

    Dimitry K., Esq.

    Attorney

    Satisfied Customers:

    15975
    Multiple jurisdictions, specialize in business/contract disputes, estate creation and administration.