Nominations from the floor

[Guest Lizzie]

The bylaw states: c) When the slate has been approved by the Board, the Secretary shall mail the list, including the full name and address of each candidate to each member of the Club via the October Bulletin, but in no case later than by a mailing on or prior to October seventh (7^th), so that additional nominations may be made by the members as described below in (d) if they so desire.

• The slate was e-mailed October 8th, one day late. The email is date stamped so there is no question that it was late.
  
• There are also candidates running from the floor by petition. There is no question that the petition candidates met their deadline as outlined by the bylaws as the petitions were overnighted and signed for plus a set of copies were hand delivered to the secretary.
  

Here is the question:

Because the board slate did not meet the deadline of October 7, does that mean the candidates running by petition should be automatically elected as the lateness of the board candidates invalidates their candidacy?

[J. J.]

No. A flaw in the nomination process seldom invalidates an election or disqualifies anyone for being elected.

[rthib]

Only the members can decide what their bylaws mean.

Other can give opinions on how they would interpret, but it is up to the body to decide what they mean.

Slate is offered for nomination.

Someone raise a point that they were not submitted in time and violate bylaws.

Chair rules.

Members can then decide if they agree with what they chair rules.

My opinion:

Members rarely like to have the options limited by someone playing procedural games on elections.

This usually leads to each subsequent meeting opening with a motion to remove leadership and/or members simply leaving an organization.

[Guest Lizzie]

The chair is the one actually playing fast and loose with the bylaws and the current board doesn't seem to care! We may be between a rock and a hard place!

[rthib]

Always remember that the members can override the chair and if necessary, remove the chair.

As I stated on another thread.

Chair's give opinions - Members make the final decision.

[Guest Edgar]

The chair is the one actually playing fast and loose with the bylaws and the current board doesn't seem to care!

So let's see . . . that's one chair and, let's say, about a dozen board members? On the other hand there are the hundreds (?) of members in your organization. If enough of them care then you can move that rock and/or get out of that hard place.

[Guest Lizzie]

And that is what we are trying to do with the election. But the current board is lazy and lets the chair do what he wants to do, including sending out the ballots late. Many of them have not even read the bylaws let alone follow them. This organization is a New York Not for Profit corporation. Legally, by what basis can the bylaws of an incorporated corporation be fudged or overlooked? Ballots are due back by certain date contained in the bylaws and the chair even pushed the return date back by 4 days.

Again the question becomes: Because the board slate did not meet the deadline of October 7, does that mean the candidates running by petition should be automatically elected as the lateness of the board candidates invalidates their candidacy?

[David A Foulkes]

Legally, by what basis can the bylaws of an incorporated corporation be fudged or overlooked?

Generally, none, although some rules found in the bylaws may be in the nature of a rule of order and may be suspended by adopting a motion to Suspend the Rules, or if any specific bylaw allows for its own suspension. The save approach is to assume no rule found in the bylaws may be suspended (or fudged or overlooked) and go from there.

Ballots are due back by certain date contained in the bylaws and the chair even pushed the return date back by 4 days.

My guess would be he does not have that authority.

Again the question becomes: Because the board slate did not meet the deadline of October 7, does that mean the candidates running by petition should be automatically elected as the lateness of the board candidates invalidates their candidacy?

Well, this question has been answered already. I think it's worth noting that no nominee is "automatically elected." However, in the case of a sole nominee for office and where the bylaws do not mandate a ballot vote for elections, RONR does allow for the chair to announce the election of a sole nominee by "acclamation" (or unanimous consent). The election meeting would, however, need to be held, with floor nominations being called for (unless your rules prevent that). Also, a motion to vote by ballot could be adopted by a majority vote, allowing write-in voting, which might lead to someone else being elected, or at the very least, a failure of any nominee to receive a majority vote, requiring re-balloting until a majority vote is attained by someone.

Edited December 1, 2012 at 08:37 PM by David A Foulkes

[Guest mgt]

After nominations have been  made and closed can they be changed. Also is there a  time limit on when the voting takes place

[jstackpo]

No to both questions.  Exception details:  nominations can be reopened and additional nominations made.  Voting is usually done right after nominations, but your bylaws may have some other rule.  Check them.

BTW, in the future please start a new question (even if on an old topic) in a new thread.  Thanks.

[Gary Novosielski]

Please ask new questions by starting a new thread.