Russ1409 Posted June 13, 2016 at 03:46 PM Report Share Posted June 13, 2016 at 03:46 PM Our bylaws are silent about the actual method for electing officers annually. Does the word "elect" imply a vote of some sort should have to be taken? To me, just having the word "elect" in the bylaws requires at least a voice vote and not a decision by unanimous consent. Examining our bylaws, the only other reference I can find about an election is when an office is vacated. In that bylaw, it states that the replacement "shall be elected by majority vote..." Again, this implies to me that at the very least a voice vote, if not a counting vote of some sort, is required. Am I reading too much into it? Here are the bylaws for electing officers: A. Membership shall elect annually the following officers for its Board of Directors: President, Vice-President, Treasurer, and Director-at-Large. .... F. If for any reason, a member of the Board of Directors cannot finish his/her term of office, a replacement shall be elected by a majority vote of the membership at the first meeting after the vacancy occurs, providing notice has been given to all members of minimum of one week prior to the meeting. Link to comment Share on other sites More sharing options...
Hieu H. Huynh Posted June 13, 2016 at 04:26 PM Report Share Posted June 13, 2016 at 04:26 PM How have the officers been elected in the past? How were you elected? Link to comment Share on other sites More sharing options...
Richard Brown Posted June 13, 2016 at 04:41 PM Report Share Posted June 13, 2016 at 04:41 PM 51 minutes ago, Russ1409 said: Our bylaws are silent about the actual method for electing officers annually. Does the word "elect" imply a vote of some sort should have to be taken? To me, just having the word "elect" in the bylaws requires at least a voice vote and not a decision by unanimous consent. An election.... as with a vote on just about everything else.... can be done by unanimous consent unless the bylaws specifically require a ballot vote. Your bylaws apparently do not. See pages 54 - 56 for more on taking action by unanimous consent. Link to comment Share on other sites More sharing options...
Russ1409 Posted June 13, 2016 at 05:45 PM Author Report Share Posted June 13, 2016 at 05:45 PM Thank you. I ordered the CD. I'm relying on one of those books that talk about RONR, looking forward to having the actual book. Link to comment Share on other sites More sharing options...
Russ1409 Posted June 13, 2016 at 05:49 PM Author Report Share Posted June 13, 2016 at 05:49 PM 1 hour ago, Hieu H. Huynh said: How have the officers been elected in the past? How were you elected? The current board was elected to their term by a motion to accept the current year's board's nominations as a whole and have them serve another term. There were no other nominees. It was then voted on by voice vote. I was elected by, I guess, unanimous consent. The president, who resigned mid-term, said "we've talked Russ into being president. Anyone else have any interest?" They all sat there happy that they weren't going to get "drafted." To be clear, I'm not expecting any problems. But the bylaws say we use Robert's Rules of Order, and I'm, apparently, more of a rules person than the assembly itself. So I just want to make sure I am doing things right. It is apparent to me that they are using Robert's Rules of Order as they understand them, but they aren't following them very well. I'm just trying to decide how hard to push away from custom and into proper RRO procedure. Link to comment Share on other sites More sharing options...
George Mervosh Posted June 13, 2016 at 05:59 PM Report Share Posted June 13, 2016 at 05:59 PM 12 minutes ago, Russ1409 said: The current board was elected to their term by a motion to accept the current year's board's nominations as a whole and have them serve another term. There were no other nominees. It was then voted on by voice vote. I was elected by, I guess, unanimous consent. The president, who resigned mid-term, said "we've talked Russ into being president. Anyone else have any interest?" They all sat there happy that they weren't going to get "drafted." To be clear, I'm not expecting any problems. But the bylaws say we use Robert's Rules of Order, and I'm, apparently, more of a rules person than the assembly itself. So I just want to make sure I am doing things right. It is apparent to me that they are using Robert's Rules of Order as they understand them, but they aren't following them very well. I'm just trying to decide how hard to push away from custom and into proper RRO procedure. Under the rules in RONR, the Vice President automatically becomes President when the President's resignation is accepted. The VP has no choice, and neither does the membership, unless the bylaws have very specific wording regarding a vacancy in the office of President. Your bylaw provision F is not sufficient to have anyone else take the President's position. See RONR (11th ed.), p. 458, ll. 7-18 If you are the current VP you're good to go. If not, yes, you have a problem. Link to comment Share on other sites More sharing options...
Russ1409 Posted June 13, 2016 at 07:30 PM Author Report Share Posted June 13, 2016 at 07:30 PM 1 hour ago, George Mervosh said: Under the rules in RONR, the Vice President automatically becomes President when the President's resignation is accepted. The VP has no choice, and neither does the membership, unless the bylaws have very specific wording regarding a vacancy in the office of President. Your bylaw provision F is not sufficient to have anyone else take the President's position. See RONR (11th ed.), p. 458, ll. 7-18 If you are the current VP you're good to go. If not, yes, you have a problem. Well then, we have a problem. I'll have to wait to get the book to read your citation. The assembly is relying on provision F. The President resigned on May 30, the VP ran the June meeting as President and Chairman and we had an "election" where no one else wanted anything to do with it (including the VP). I was elected to serve the remain term, which is until December 31. Link to comment Share on other sites More sharing options...
George Mervosh Posted June 13, 2016 at 07:53 PM Report Share Posted June 13, 2016 at 07:53 PM You're stuck with what's in the bylaws now, and the provision can't be waived even by unanimous vote, but it won't take forever to rectify this: 1) At the upcoming a meeting when you go to elect a President a point of order needs made (that you already have a President), be well taken, and confirmed if appealed. 2) The {former} VP needs to resign as President and that needs to be accepted if he still refuses to hold office. 3) If he does refuse, an election for President and VP can be held once you give notice of it per your current bylaw provision. It seems like you'll win per your assessment of the situation. 4) Stop electing VP's who refuse to be President if the position is vacated. Link to comment Share on other sites More sharing options...
Kim Goldsworthy Posted June 13, 2016 at 09:45 PM Report Share Posted June 13, 2016 at 09:45 PM 2 hours ago, Russ1409 said: the vice-president ran the June meeting as President and Chairman and we had an "election" where no one else wanted anything to do with it [serving as president] (including the vice-president). Since the vice-president did not want the position, then, no matter how convoluted the path, you would have ended up with: (a.) Russ1409 as president. (b.) the sitting vice-president as -- well -- the sitting vice-president. *** The convoluted Robertian path would be (a.) to recognize a double vacancy (P and VP), and hold two elections: (b.) to fill the VP slot -- with the same person, and (c.) to fill the P slot -- with Russ1409. *** What do they say in basketball? "No harm, no foul"? Link to comment Share on other sites More sharing options...
Russ1409 Posted June 14, 2016 at 12:35 PM Author Report Share Posted June 14, 2016 at 12:35 PM I can feel this question coming from the membership: If the president is a member of the board of directors, why doesn't the bylaw in question supersede the Robert's Rule, thus allowing for the mid-term election rather than the elevation of the president? Link to comment Share on other sites More sharing options...
George Mervosh Posted June 14, 2016 at 12:50 PM Report Share Posted June 14, 2016 at 12:50 PM Carefully read the earlier cited passage - See RONR (11th ed.), p. 458, ll. 7-18 . It must mention the office of President if the bylaw is to truly include the office of President. Yours does not. Link to comment Share on other sites More sharing options...
Russ1409 Posted June 14, 2016 at 01:34 PM Author Report Share Posted June 14, 2016 at 01:34 PM 42 minutes ago, George Mervosh said: Carefully read the earlier cited passage - See RONR (11th ed.), p. 458, ll. 7-18 . It must mention the office of President if the bylaw is to truly include the office of President. Yours does not. Thank you Mr. Mervosh. I'm still waiting on the RONR to arrive, so when I do get it I will not have to ask these questions. Thank you very much for the citation. Link to comment Share on other sites More sharing options...
jstackpo Posted June 14, 2016 at 02:59 PM Report Share Posted June 14, 2016 at 02:59 PM 1 hour ago, Russ1409 said: I'm still waiting on the RONR to arrive, so when I do get it I will not have to ask these questions. Yeah... but I'll bet you will have other questions. Feel free to ask them here. Link to comment Share on other sites More sharing options...
Russ1409 Posted June 14, 2016 at 03:43 PM Author Report Share Posted June 14, 2016 at 03:43 PM 44 minutes ago, jstackpo said: Yeah... but I'll bet you will have other questions. Feel free to ask them here. Oh yeah for sure. But when someone is kind enough to point out a citation, I'll go read it. But thank you, everyone, this forum is very helpful. Link to comment Share on other sites More sharing options...
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