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CalAttorney2, Attorney
Category: Legal
Satisfied Customers: 10244
Experience:  Civil litigation attorney for individuals and businesses.
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We are a 53 member RV resort, a nonprofit corp. owned by the

Customer Question

We are a 53 member RV resort, a nonprofit corp. owned by the 53 people that own a share and thereby has exclusive use of the lot associated with their one share. Our board of directors is elected by the members. Our board has the authority to keep all aspects of the resort up. The board approved the purchase of 50 used banquet chairs to replace the 50 steel folding chairs that are currently in use and have been for a LONG time. A board member has stated that it will take a MEMBERSHIP meeting approval to sell any of the old folding chairs. Another board member states that this is nothing but upkeep of the resorts furniture and fixtures. Who is correct?
Submitted: 1 year ago.
Category: Legal
Expert:  CalAttorney2 replied 1 year ago.

Dear Customer,

Ultimately this should be dealt with by the corporation's by-laws or governing documents, but this type of decision should not require a membership vote.

This type of decision is generally handled by the board of directors, and the standard for their decision is evaluated under the "business judgment rule" - which gives a great amount of discretion to the board in how they handle these matters.