Legal Question in Business Law in Hawaii
Internal Dispute Re: Unincorporated Association Trustee's Rights
Here in Hawaii in February 2010 a friend & I came together and established the Articles of Organization for a Non-Profit Unincorporated Association in which the two of us are listed as the initial Trustees of the Association. The purpose and result has been the development an Amateur Athletic Sports team. On that same day, I personally obtained the EIN # from the IRS, which required the use of my social security #.
Furthermore in February, I made application to register the Trade Name in the state of Hawaii by making & filing the application as the Trustee for the Association, which was granted & approved: valid for 5 yrs.
In March 2010 we (the 2 initial Trustees) opened a Bank account in the Unincorporated Association's name for tracking team funds we anticipated acquiring through future planned fund-raising efforts. The Bank required the usual: EIN#, Articles of Organization and Trade Name Certificate all of which we had secured and were validated resulting in the account being opened.
One of the members of the Association paid (team funds in cash were released for this, which she then wrote a personal check to pay for) for a "Team Logo" to be designed for Team use on shirts, jerseys, stickers, banners all of which utilize the Associations Trade Name. At this time, some member's have expressed a desire to not continue on while we remain Trustees and that they (the team members) WILL continue to use the logo, the name, order & sell merchandise and compete athletically under the Trade Name of the Association.
The Trustees have requested (via team media messaging, so as all members received a copy) that if a member chooses to not continue on with the Association while we remain Trustees to kindly notify us of their desire to end their affiliation with the Association as we plan to continue moving forward. We have requested that they discontinue the use of the Team Name (the Association), logo, merchandise or any/all electronic media which utilizes the Trade Name or Logo.
The member who purchased the Logo, sent out email to all members stating that they personally "Own" the Copyright, that the Association is Registered to the Association and I and my friend are NOT Trustees of anything, not even the state, and that this certain group of members plan and WILL continue to use the name, jerseys with logos, will even open their own bank account for the Association & compete publicly!!!
Alas, My question is this:
What are our (The Initial Trustees) RIGHTS regarding the name of the association and restricting it's uses. Is there anyway they can denounce myself or my friend as Trustees without our signatures and how do we begin to make these members CEASE & DESIST? We truly want to continue on and grow this athletic team minus these members who have halted it's growth.
Much Mahalo Nui for anyone's Help with this as it is pressingly urgent so we can move forward and start anew with a new group of members.
1 Answer from Attorneys
An attorney will say you need to show all document, agreements, etc. relating to the new entity to an expert. Someone who specializes in non-profit organizations. This is not a simple question for an attorney bulletin board like this. Consult with an attorney in your area for specifics.
Kevin B. Murphy, B.S., M.B.A., J.D. - Mr. Franchise
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