by Richard R. Hammar, J.D., LL.M., CPA

Meetings

§ 6.06.03
Key point 6-06.03. Church boards generally can act only in a meeting that is duly called pursuant to the church's governing documents. Many state nonprofit corporation laws permit church boards to act by written consent, or by conference telephone call.

The general authority to manage church affairs generally is vested in the directors or trustees, and their acts are binding on the corporation only when done as a board at a lawful meeting. Neither a minority nor a majority of the board has the authority to meet privately and take action binding upon the corporation not in compliance with the procedural requirements set forth in the church's governing documents. The reason for this rule has been stated as follows: "The law believes ...

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