Legal Question in Civil Litigation in South Dakota

ex officio

When a person who is president of an organization but is not on the board of directors but attends the board of directors meetings is he allowed to vote on matters before the board because of his ex officio status?

Asked on 1/06/04, 5:31 pm

1 Answer from Attorneys

Scott Sumner Sumner Law Office, P.C.

Re: ex officio

You do not specify the type of organization to which you are referring. Applying general legal principles concerning business organizations, the answer is "No." An officer who is not a director does not have a vote as a director. The bylaws of an organization could conceivably provide for circumstances under which the President of an organization would have some voting rights as a director. Whether this is the case is a factually specific question that can only be answered by looking at the bylaws that were prepared for that organization. The bottom line is that you do not provide enough information to allow a specific answer. But, generally speaking, the answer would be "No."

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Answered on 1/06/04, 6:21 pm

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