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Hi all. Our non-profit board will be electing new Officers soon. Our by-laws are silent on the issue of the order in which Officers should be nominated/voted by the Board. I think "traditionally" it's followed that the President is first nominated, voted, and subsequently elected (or not). Then follows Vice President, Secretary, and Treasurer. I'm curious if RONR has a specific order to follow, and if so, please cite for reference. Thanks!

Our 55+ community HOA board is without a secretary. Board officers for this year were elected in January but we had no candidate for secretary. How long can we go without electing a Secretary?

Based upon an extraordinary circumstance such as this pandemic, may a President/Chairman extend the terms of of office of the current leadership for one additional year when the bylaws otherwise require they be elected annually? If so, under what doctrine could she base this decision?

Hello. I'm currently president of an organization and decided not to run another term. We just held elections for our executive board. One of our members who said she would run another term for secretary, ran unopposed and won. There were other general board members interested in the position but they were not in good standing per our bylaws and couldn't run against someone who was (ie: the elected secretary). After the election, she disclosed to the NEW executive board members only that she has decided to take a leave of absence. Does this mean we should hold another election or is it up to the new board to elect or appointment someone until she supposedly comes back. My term ends June 30th. Any advice would be much appreciated. Thank you.

Hi everyone, Our by-laws state that the nomination for Officers will be conducted at an October meeting, the election then conducted and the results read at the December meeting. Due to some financial ambiguity, it doesn't seem like we have the monies to fund both an election and conduct the day-to-day activities of the organization, and it seems like there might have been some issue with the finances that are still being sorted out. A general member made a motion to postpone the election to a later meeting (picked a definite date), in order to get the finances of the organization in order and hopefully the current officers can come to some sort of understanding where a costly election will not be necessary (i.e., everyone running unopposed, which is what has happened in the past). This was seconded and voted on by a majority of members present at the meeting. Now, one of the officers is saying that he doesn't believe that motion was valid. However, according to RR Art V Sec 31, it states that, "A matter that is required by the by-laws to be attended to at a specified time or meeting as the election of officers cannot, in advance, be postponed to another time or meeting, but when that specified time or meeting arrives the assembly may postpone it to an adjourned meeting." So it seems like even though the by-laws say the nominations take place during a certain meeting, RR states that as long as the motion is made at the meeting itself and not beforehand, a motion to postpone is valid. Am I interpreting this correctly? Thanks!

Scenario: A municipal Council of 7 members elected at large by the public for a four year term are required by state law to hold an "organizational" meeting every October to elect the Chair and Vice-Chair for the year. The state law and the Bylaws are both silent on the procedures to be followed for nominations and the election itself. If three of the seven members are nominated for Chair and vote taken results in a 3-2-2 split, several more elections are taken and the result remains 3-2-2 - no candidate has a majority. Even if a Special Rule of Order (RONR 11th p. 441) is adopted to drop the candidate with the lowest number of votes, this still obviously leaves an awkward situation. By adopting such a Special Rule of Order, the next vote would effectively and presumably elect the member who had the three votes due to the fact that the member(s) with the lowest number of votes (two in this case) would be dropped from the ballot. What is a recommended way to manage this slightly awkward circumstance? Thanks in advance.

During the most recent meeting of our organization's "Steering Committee" (a de-facto board), the last item on the agenda was an "executive session". However, when that time came, everyone except for the officers was dismissed. (It should be noted that our Steering Committee has close to 30 members, and only five of them are officers. Most---but not all---of the rest are members of the organization. It's complicated.) Was this a misunderstanding on the officers' part, or on mine? The bylaws (both of the state-level organization and of the local organization) don't mention executive sessions. Can members (of the board) be excluded from a meeting in this fashion?

My golf association is revising our bylaws and the subject of electronic voting came up. The discussion centered around utilizing some kind of technology platform designed for this process only in the annual election of officers. Currently, our nominations committee comes up with a slate (1 candidate per position), then we can take nominations from the floor at our September meeting. Then we have the election at the October meeting. We currently allow absentee voting for the election of officers only. The idea around electronic voting is that we could announce the slate and take nominations from the floor at the September meeting, and then announce a time window for members to cast electronic ballots from wherever they may be. Then simply announce the results at the October meeting or even by posting if we choose to do away with the October meeting altogether. Are there any reasons this would be a good idea? a bad idea?

I'm working on a bylaws revision. One of the items regards the terms of officers. What has traditionally happened is that at the annual convention, the elections for officers are held. The new officers do not take office immediately, but instead take office at the adjournment of that annual convention. Technically, this means that there is a "lame duck" period, but it's usually just for an hour or two. It also means the presiding officer does not change midway through the convention. I am trying to incorporate that custom into the bylaws. What I've tentatively written is this: C. Officers shall be elected at the annual convention and shall take office at the adjournment of that convention. The term of office for all officers shall be from the adjournment of the annual convention at which officers are elected until the adjournment of the following annual convention or until their successors are selected. Elections for officers shall follow the procedure for single-member elections as specified in the Convention Rules. D. Any officer who has been elected or appointed to fill a vacancy for the remainder of a term shall take office immediately, and shall hold that position until the adjournment of the following annual convention or until the officer’s successor is selected. The "or until their successors are selected" is there so that vacancies don't cause a mess (based on RONR's suggestion). I use "selected" because there's both an option for appointing an officer to fill the remainder of a term and an option for a new election to be held. This language makes sense to me, but I could see someone suggesting (perhaps if they strongly dislike one of the current officers) that because the successors have been selected in the middle of the annual convention, that they should take office immediately, despite the other provision regarding the term starting at the adjournment of the annual convention. Am I reading too much into this, or is this a legitimate concern? Is the wording I've proposed adequate?

I recently joined a new volunteer fire department. I have been a member less than a year. I used to be in abother department for 13 years. We have some well detailed but somewhat cumbersome rules. However it appears as our by laws were violated about 6 months ago but nobody raised a point of order at the time. I am wondering if it is too late to do so. We have two types of officers, executive and operational. The executive side runs the organization and the operational side commands at emergencies. There are various requirements for operational officers that increase with rank. It is the job of the executive officers to determine that all nominees for operational office are qualified. In May a member was nominated for lieutenant, the executive board made no objection to the nomination. In June when the elections were about to be held the executive board was asked about qualifications for a different nominee for a different lieutenant position. Their reply was that they had not met with the Chief to get the information they needed and thus they had no way of telling who was or was not qualified. Both of those two nominees were running unopposed so the presiding officer said that there was no point in delaying their election. Both of those nominees were elected, by the secretary casting one ballot. An objection was raised from the floor about another candidate for lieutenant not having one qualification. He was questioned abut this by the presiding officer and it was determined that he could not be nominated for that position. Now it turns out that the first member I wrote about also lacked a qualification for office, although a different one. It also looks like several members and officers on both the executive and operational sides knew about this issue. I was not a voting member at the time so I could not bring it up. Is it too late to bring up this problem, next month which will be 6 months into a 1 year term? I have asked some other members but everyone seems to think that if the membership voted than the election has to stand even though the member was never qualified to run in the first place.

RONR states the assembly is responsible for approving and correcting the minutes. Does the assembly include the VP if the mistake was made in minutes of a board meeting? The only time the board gets the minutes from any meeting is that we hear the reading of the minutes from the last meeting at the next meeting. We have no opportunity to see them or correct them prior to that. If the mistake is an omission of an important motion that was made yet not seconded or voted on... that should be in the minutes right?

Can a person be nominated for a position that they do not hold all the qualifications for, as long as they will meet said qualifications prior to taking office, should they win he election.

I am a municipal clerk working for a large special-purpose agency governed by a small board of elected officials. Our bylaws call for an office of secretary from among our statutorily elected board and they assign to the secretary the usual duties to prepare and maintain records of the board's proceedings, including the minutes, along with other typical secretarial responsibilities. It is a matter of longstanding practice that the secretary signs the minutes of the board upon their approval, which is consistent with RONR sections 47 and 48. However, with the exception of occasionally serving as presider pro tempore, it is not the elected secretary who does any of this work, nor is there an active role in our staffing structure for the secretary directly to coordinate my performance of these duties as a delegate. As we review the board's bylaws for revision, I am unsure of how to reconcile the disparity between the titular office of secretary as a member of a board I serve but on which I do not sit, and the actual performance of the secretary's functions, which are integral to the fabric of the rest of our bylaws. Are there other contributors to this forum with a similar conundrum and how have you dealt with it as pertains to how your bylaws identify the roles of the officers of your board? Thank you.