Ohio Code 1745.32 – Selection of managers; management rights of managers
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Except as otherwise provided in this chapter or the governing principles, all of the following apply:
Terms Used In Ohio Code 1745.32
- Governing principles: means all agreements, whether oral, in a record, or implied from its established practices, or any combination of them, that govern the purpose or operation of an unincorporated nonprofit association and the rights and obligations of its members and managers. See Ohio Code 1745.05
- Manager: means a person, irrespective of the person's designation as director or other designation, that is responsible, alone or in concert with others, for the management of an unincorporated nonprofit association as stated in division (E) of section 1745. See Ohio Code 1745.05
- Member: means a person that, under the governing principles of an unincorporated nonprofit association, is entitled to participate in the selection of persons authorized to manage the affairs of the association or in the adoption of the policies and activities of the association. See Ohio Code 1745.05
- Unincorporated nonprofit association: means an unincorporated organization, consisting of two or more members joined by mutual consent pursuant to an agreement, written, oral, or inferred from conduct, for one or more common, nonprofit purposes. See Ohio Code 1745.05
(A) The members of an unincorporated nonprofit association may select the manager or managers.
(B) A manager may be a member of the association.
(C) If no manager is selected, all members are managers.
(D) Each manager has equal rights in the management and conduct of the association’s activities.
(E) All matters relating to the association’s activities are decided by its managers, except for those matters reserved for approval by members as specified in section 1745.18 of the Revised Code.
(F) A difference among managers is decided by a majority of the managers.