Thread: problems with board.
11-12-2003, 12:24 AM #1
- Join Date
- Sep 2003
- pillowville tn
problems with board.
I am the chief of a rural volunteer department that is a chartered corporation. We are supported by subscriptions, & subscription holders are considered "members" of the corporation. We were only established three years ago, and our initial board of directors was to be made up of 5 of these "members". The purpose was to keep the department personnel seperate from financial issues. there are no department personnel on the corporate board. Now that you have that information, here is my problem.The chairman of the board of directors is conducting business without the approval of the entire board. This is a direct violation of our articles of incorporation. This person also has on several occasions, and continues to attempt to handle department matters that are my responsibility as chief, without my knowledge. Actions such as creating problems with our surrounding departments regarding mutual aid. I have approached this individual both in person and in front of the board, but he maintains that because he is the "chairman" that he runs the department. This has created prolems that I have to answer for as the chief. This person is also a very successful businessman in the community who has contributed financially a great deal to the department. Because of his contributions to the department, the board continues to allow him to undermine my authority as chief. I have consulted with our county executive regarding this, and I was advised to "have the board work it out". Did I also mention that the chairman's wife is the county executive and the president of the county's democratic association. Basically, the best interest of the department is being jeopardized and this is creating a moral problem among our personnel. How can I get this chairman to understand my position as chief and allow me to do my job and still maintain the respect of the public?
11-12-2003, 02:21 AM #2
Hi Chief...I am a Chief too of a non-profit corporation so i know where your coming from and i may be able to help.
First off,the type of ppl you are speaking of you cannot talk any sense to simply becuase they are "biligerent" and just becuase they have "power" they think they can overrun things as i have had the same problem.
Next,your best bet for this particular individual is contacting your states corporation commission and have them issue him a "written warning" before possible termination.
Being you are a Corp,just as we are,your board must answer to the Commission no matter what the circumstances thus they,the commission can make any changes with him as they see necessary.
To be really honest,the county executives usually have no input for corporations,thus leaving the board with all of the problems and/or the company itself.
Bridge Canyon VFD
11-12-2003, 07:29 AM #3
- Join Date
- Jul 2002
- East TN
You might want to check with someone on the liability issues of a non-chief making operational decisions for your dept. As Chief, aren't you the one that is ultimately responsible for anything that may go wrong. Maybe your BOD might feel a little different about going along with the chairman if they thought that they will be personally liable if smoke hits the fan.
11-12-2003, 08:44 AM #4
As a chartered organization, you must have a written set of rules. Highlight the ones that are being broken and present this at the next board meeting. It's a start."This thread is being closed as it is off-topic and not related to the fire industry." - Isn't that what the Off Duty forum was for?
11-12-2003, 10:58 AM #5
Gey a copy of your bylaws or charter and read, read, read.
Have a sit down and explain what is happening or could happen, Liability of his interference.
If he was elected he can possibly be removed by the other board members or by the general membership. Find out when his term is up and get the other members involved.
Document everything, you could eventually, if he very unruley, end up in court.(been there,done that).
11-12-2003, 07:35 PM #6
Exactly peeps....liability is a really BIG issue in this case...which means the Chief could very well be sued over something he had no recelection of...THEN thats when the Commission will be asking ALOT of questions since they would THEN be involved in a possible liability suit.The only way I can see,if his Corp is anything like ours,is him and the Commission are "personally" exempt from liabilies BUT the Corp WOULD be in full liability which,in turn,starts the insurance company in asking questions... and VFIS would frown on that.
Your best bet is just what ppl are saying here in bringing up the liability probabilities as well as the by-laws...on paper and then have the Commission notified before something DOES happen.
Bridge Canyon VFD
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