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Nonprofit Advice

1,263 Views | 11 Replies | Last: 5 yr ago by The Wonderer
Schrute Farms
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Greetings Business Board. I'm tasked with helping a struggling nonprofit regain its footing and I've hit a wall. I figured a Hail Mary to TexAgs couldn't hurt.

The nonprofit is a small professional advocacy group that does outstanding work. They lost several key board members last year and the organization went downhill fast. The remaining board members have strong hearts but not strong enough to manage a nonprofit. They have not operated under bylaws in over a year and have lost all official (paid) membership due to the loss of their website and uncertainty in organizational procedure.

My Question: How do I begin this task with the Board being in conflict with bylaws? Some of the members have expired terms but they are the only ones who are left. Is it possible to call an emergency meeting, establish a new board, and progress from there? We have identified problems and solutions but are unsure how to navigate the parliamentary side. I am unfamiliar with navigating bylaws following a noncompliance period. Any help, even sarcastic, would be appreciated.
IrishTxAggie
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AG
Re-brand and re-launch. Sounds like the current nonprofit has lost the faith of the current and ex members. Ditch the crotchety old board members if their terms are up and bring in fresher blood. Possibly some of the ex-members that may were vocal about the displeasure of the current board.
The Wonderer
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AG
^^^ That. You'll need to go through the bylaws as it will have specific language as to how to handle a resigning person and terms pending votes. Get a strong group of dedicated people and at least one 'powerhouse' executive to lead it and get it going it again.
Schrute Farms
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That makes sense.

A hang up is that the organization has strong brand recognition in its niche and hasn't failed at any part of its primary mission (yet). The membership didn't leave because of distrust but because it lacked an online renewal process. Members still desire to rejoin.

An idea was floated to replace the board with strong directors, make membership free, rebuild confidence - find talent - and progress from there. The tear down and rebuild sounds easier. Is it even possible to work with a Board that has expired directors holding slots?

The Wonderer
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AG
Schrute Farms said:

That makes sense.

A hang up is that the organization has strong brand recognition in its niche and hasn't failed at any part of its primary mission (yet). The membership didn't leave because of distrust but because it lacked an online renewal process. Members still desire to rejoin.

An idea was floated to replace the board with strong directors, make membership free, rebuild confidence - find talent - and progress from there. The tear down and rebuild sounds easier. Is it even possible to work with a Board that has expired directors holding slots?


Refer to the Bylaws. It should have language that directly addresses this if it was written by anyone competent.
Schrute Farms
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The Wonderer said:

Schrute Farms said:

That makes sense.

A hang up is that the organization has strong brand recognition in its niche and hasn't failed at any part of its primary mission (yet). The membership didn't leave because of distrust but because it lacked an online renewal process. Members still desire to rejoin.

An idea was floated to replace the board with strong directors, make membership free, rebuild confidence - find talent - and progress from there. The tear down and rebuild sounds easier. Is it even possible to work with a Board that has expired directors holding slots?


Refer to the Bylaws. It should have language that directly addresses this if it was written by anyone competent.
*Scans for Competence*
*Scan Complete*
*No Competence*

Nothing touches on all board members sitting in expired terms.

So, next major idea: Is there any opinion on TANO? The Association is eligible to join TANO and it seems they offer a lot of resources. That is also a potential option.
Zemira
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AG
Your by-laws should have written how and when members are elected and the entire process.

Organize a board of directors seeking election, follow the by-laws to get them elected and start recreating the organization. See what a consitutes a quorum. Only current members who have paid dues can usually vote in an organization to elect board members.

If a lot of members want to rejoin and pay their dues it can relatively easy and free. All you need is an online payment site to accept payments and collect information needed for membership. It won't be fancy but will get the organization started again. Also most people don't have checks, but they can use their bank's online bill pay to send you a check until you get website and accepting payments back online again.

You need to strongest people as president and treasurer/fundraising in a non-profit. If you can raise money for the President to organize you are golden. Everyone else helps out.
Zemira
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AG
Also did I'm guessing it has 501 (3) c status. Did you loose the status or is the organization just in free fall and no one knows?

If you have the status it is easier to keep in my opinion than remaking, but I only have experience with small non-profits.
The Wonderer
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AG
Schrute Farms said:

The Wonderer said:

Schrute Farms said:

That makes sense.

A hang up is that the organization has strong brand recognition in its niche and hasn't failed at any part of its primary mission (yet). The membership didn't leave because of distrust but because it lacked an online renewal process. Members still desire to rejoin.

An idea was floated to replace the board with strong directors, make membership free, rebuild confidence - find talent - and progress from there. The tear down and rebuild sounds easier. Is it even possible to work with a Board that has expired directors holding slots?


Refer to the Bylaws. It should have language that directly addresses this if it was written by anyone competent.
*Scans for Competence*
*Scan Complete*
*No Competence*

Nothing touches on all board members sitting in expired terms.

So, next major idea: Is there any opinion on TANO? The Association is eligible to join TANO and it seems they offer a lot of resources. That is also a potential option.
Does it have holdover language similar to "Board Members shall continue in their position until they resign or a replacement is duly appointed or elected and sworn in" or something along those lines?
Schrute Farms
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The Wonderer said:



Does it have holdover language similar to "Board Members shall continue in their position until they resign or a replacement is duly appointed or elected and sworn in" or something along those lines?
"...or until replaced by a subsequent election."

I'll be...it does. A major thank you for explicitly pointing that out. Things just got a lot clearer.
Schrute Farms
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Zemira said:

Also did I'm guessing it has 501 (3) c status. Did you loose the status or is the organization just in free fall and no one knows?

If you have the status it is easier to keep in my opinion than remaking, but I only have experience with small non-profits.
I found an experienced CPA who volunteered to help us. She called the right people and found that we only need to file two different forms and that the issue isn't uncommon for nonprofits. I expected something much more difficult.
Zemira
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AG
Yep it really isn't hard if the non profit is fairly small which it sounds like yours is.
The Wonderer
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AG
Schrute Farms said:

The Wonderer said:



Does it have holdover language similar to "Board Members shall continue in their position until they resign or a replacement is duly appointed or elected and sworn in" or something along those lines?
"...or until replaced by a subsequent election."

I'll be...it does. A major thank you for explicitly pointing that out. Things just got a lot clearer.

Then you're good to go for holdover authority until you hold elections.
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