My group's Bylaws, which seem more appropriate for a company or a club than for a PTO specifically states the following:
Section 1. Powers. The Board of Directors shall have the entire charge, control and management of the corporation and its property and may exercise all or any of its powers.
Since the Board of Directors consists, in our case, of the officers, then they have the entire charge, control and management of the group...
Section 12. Quorum. At any meeting of the Directors a majority of the Directors then in office shall constitute a quorum for the transaction of business; provided always that any number of Directors (whether one or more and whether or not constituting a quorum) constituting a majority of Directors present at any meeting or at any adjourned meeting may make any reasonable adjournment thereof.
This indicates that as long as you have a majority of the officers they can make decisions on projects, spending, etc.
Section 13. Action at Meeting. At any meeting of the Directors at which a quorum is present, the action of the Directors on any matter brought before the meeting shall be decided by vote of a majority of those present, unless a different vote is required by law, the articles of Organization, or these By-Laws.
Now as President I never use this method to make decisions. I like having discussions on new ideas and ways to spend funds and think that holding voting for these decisions makes the non-officer members feel more involved.
But we're talking legally here...
Legally, if your Bylaws are similar to ours the officers are probably within their right to do what they are doing. I'm not condoning, just answering your question based upon Bylaws that I have seen.
Overall though I would state that the group's president or the Principal are the people that you should be talking with about this.
More than likely your Bylaws will state, as our groups does, that this is perfectly legal.
Mind you I try my best not to go this route and usually bring these types of issues to the meetings and hold a vote. But according to the Bylaws if two Executive Committee members (President and one more) decide to hold a quandry and a vote they can.
As for your Bylaws, I would hope that your PTO President would be willing to give you a copy, but if not you can try to go to the Town Hall. I know we have a copy of ours on file there.
I'm curious about what the project is, too.
Bottom line is that the PTO must be able to produce the bylaws to prove they are working within the guidelines. (Copies must always be made available for a member at every meeting) If they cannot produce the bylaws, they cannot spend any money without a full vote offered to the PTO membership. In addition, all PTO activities & projects must have full approval of the administration. Your Principal should also put a stop to all plans for this.
You possibly also have a larger problem. If your Board feels they can spend money without a PTO membership vote, then what else have they spent money on that was not mentioned or put to a vote. You should demand a full accounting of the Treasurer's books for possible misappropriation of funds. That is not THEIR money to spend. It belongs to the PTO membership and must be spent according to the budget that was approved at the start of the year unless put to a vote. (if your bylaws are written this way) If they take the stand that they cannot find the bylaws, then they have no basis to spend the money.
As a parent, I would refuse to support the fundraiser and openly ask parents not to participate until the bylaws were produced and full support was provided by the principal and membership.
I am curious to know if the Principal doesn't want it, the teachers don't want it, and the District has to pay extra insurance for it, and therefore has to be involved, how is it that this project is moving forward?? What, exactly is it ?
if its a project 'for the school' (and ESPECIALLY if it requires insurance) it is an appropriation the DISTRICT (read: superintendent) must REVIEW and ACCEPT. there is no way, in my district, that the pto could 'give stuff' to the school without school and or district approval.
in particular, if its something that requires insurance. gifts of pto become property of district and they have final say on what they will, and will not, or can, and cannot, accept. tons of beuracracy everywhere these days, mainly becuase of litigious parents most likely
If your principal is against this and you are going to need more liabilty insurance then your principal and or someone else in administration needs to get involved. How can a project that has that much liability be swept under the rug and be continued? If I was an administrator that liability thing would make me get control of this...how does your district feel about this liability concern? Do they know?
"When you stop learning you stop growing."
