mmpullen Posted May 23, 2016 at 09:37 PM Report Share Posted May 23, 2016 at 09:37 PM Our organization just elected a VP who was to assume office on July 1. She has been arrested. If she remains in her employment she is still eligible to be a member and to serve as VP. Our bylaws have a fixed term of 2 years OR until a successor is elected. If the newly elected, but not yet seated VP resigns before July 1 is that considered a vacancy even when there is a different incumbent in the VP position currently? Our bylaws provide for the Board of Directors to appoint an officer to fill the unexpired term if there is a vacancy. If she doesn't resign may the organization hold another election before July 1 to elect a successor? Link to comment Share on other sites More sharing options...
Josh Martin Posted May 23, 2016 at 10:23 PM Report Share Posted May 23, 2016 at 10:23 PM 46 minutes ago, mmpullen said: If the newly elected, but not yet seated VP resigns before July 1 is that considered a vacancy even when there is a different incumbent in the VP position currently? Our bylaws provide for the Board of Directors to appoint an officer to fill the unexpired term if there is a vacancy. Yes, it is a vacancy (or at least it will be, as of July 1st). There is no reason why a vacancy may not be filled in advance. 46 minutes ago, mmpullen said: If she doesn't resign may the organization hold another election before July 1 to elect a successor? No. The society may remove her from office, which would create a vacancy. What is required for this depends on what your bylaws say on this subject, or if they are silent, it depends on what they say about the term of office. Link to comment Share on other sites More sharing options...
jstackpo Posted May 23, 2016 at 10:31 PM Report Share Posted May 23, 2016 at 10:31 PM Well, my logic might be a bit strained, but first of all, the newly elected person can't resign, because she isn't holding any office to resign from. But come July 1 she could resign (any time after midnight) and then when the resignation is accepted (see p. 289ff.) there will be a vacancy that your board can fill. If she plays hardball and declines to resign, (and becomes a resident of a state facility for a while so not able to fulfill her V-P duties ) the "or until..." clause in your bylaws makes it relatively easy to remove her from office - see p. 573ff. - after July 1. Link to comment Share on other sites More sharing options...
Greg Goodwiller, PRP Posted May 23, 2016 at 11:01 PM Report Share Posted May 23, 2016 at 11:01 PM There is nothing in the RONR section on requesting to be excused from a duty (RONR §32) that requires a term to have begun before a member who has been elected to office to request that they be excused from that duty, by way of a letter of resignation (see RONR pg. 291, ll. 1-9). Link to comment Share on other sites More sharing options...
Greg Goodwiller, PRP Posted May 23, 2016 at 11:20 PM Report Share Posted May 23, 2016 at 11:20 PM The important question, for me, is whether such a resignation creates a vacancy, or an incomplete election, and therefore how to proceed. RONR pg. 291 ll. 20-25 states the following: "In the case of a resignation from office, unless the bylaws provide otherwise, the assembly cannot proceed to fill the vacancy immediately since notice is a requirement. But if a member is elected and declines, no notice is required to complete the election immediately or at the next meeting (see p. 444)." Note that the italics are in the original. resignation from office is a particular case, the other named case is one who is elected and declines to serve. This seems to be "in between" the two. Hoping that others will weigh in on that question. Link to comment Share on other sites More sharing options...
mmpullen Posted May 24, 2016 at 12:57 PM Author Report Share Posted May 24, 2016 at 12:57 PM I'm glad I asked, because I think I misread the FAQ the first time around. Now, I get it. There must be a vacancy (whether she creates it in our organization by resigning her employment, membership or the office or she is terminated from her employment or the membership votes to remove her from office) and then the Board (according to our Bylaws) can appoint a member to fill the office. And we don't have to wait until July 1 to make the appointment. Thank you all. Link to comment Share on other sites More sharing options...
J. J. Posted May 24, 2016 at 02:38 PM Report Share Posted May 24, 2016 at 02:38 PM 16 hours ago, mmpullen said: Our organization just elected a VP who was to assume office on July 1. She has been arrested. If she remains in her employment she is still eligible to be a member and to serve as VP. Our bylaws have a fixed term of 2 years OR until a successor is elected. If the newly elected, but not yet seated VP resigns before July 1 is that considered a vacancy even when there is a different incumbent in the VP position currently? Our bylaws provide for the Board of Directors to appoint an officer to fill the unexpired term if there is a vacancy. If she doesn't resign may the organization hold another election before July 1 to elect a successor? First, she would have to resign as of July 1, though she could send it out at any time. I would consider it a vacancy, as opposed to an incomplete election. Notice could be sent to the board to fill the prospective vacancy at the July meeting. I believe that election was completed and that the assembly does not get a second bite at the apple. Link to comment Share on other sites More sharing options...
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