Beverly Przybylski

For clarification, this is a state organization that has an annual state conference that includes elections every two years. The president accepted the president-elect's resignation immediately (about one month after the election). The bylaws empower the president with many specific duties (accepting resignations is not one of those specific duties) but includes the following: chief executive officer, the official spokesperson, and has general supervision of the affairs of the organization. There is an executive committee that has no power to act. There is a board of directors which is empowered by the bylaws with "general supervision and control of the work during the interim between meetings of the state organization." The board also has power to fill vacancies, but this isn't a vacancy in office. I do think a solution has been found. The president elect will be asked to accept the office of president through the point of installation (when the term begins), then resign. I think they will be agreeable. Thank you for your comments and questions as it gave me the opportunity to think in different ways. Bev

Thank you, Dan; the first choice does seem to be the best course. I appreciate you weighing in. To answer your questions, there is about two months between the election and assuming office. The person elected as the new president resigned as president elect about one month before they were expected to take office. The bylaws say nothing about a resignation. The bylaws say that a vacancy in the office of president will automatically be filled by the vice president if the vice president has been installed (which is the official indication that the new term has begun). If this had been a situation where everyone was already in office, there is a clear path. I'm befuddled because this is about members who have been elected, but not yet in office. Bev

I need a proofreader or a mind reader. My apologies. I misstated an important part of the equation, but Atul correctly picked up on what I meant to say - that the person elected president (but not yet serving as president) - decided not to assume the office of president. There is presently no vacancy in any office, but when the new term begins in a few weeks, there will be a new vice president, new secretary, new treasurer, etc., but no new president. Do I read your replies correctly, that this could be handled one of two ways? 1 - When the term officially begins there will be an installation ceremony and at that time everyone will be installed, except for the office of president (since there is no person elected to be the next president). Then immediately after, the vice president will automatically ascend to president and the organization can proceed to fill the vacancy in vice president, all this according to their bylaws. or 2 - If there's time, notice could be given that due to the decision of the person elected to serve as president for the upcoming term to not serve, a special election would be held to elect a new president for the upcoming term. The current executive board might find the first process easier to manage since it they can easily fill the vacancy, but the second one gives the decision to the members just like a regular election. So, in your opinions is either process correct? Thank you so much for your responses. You've been very helpful. Beverly Przybylski, PRP

An election was properly held at the designated time and all of the officers were present and accepted the results of their election. They assume office about two months after the election, which hasn't occurred yet. The bylaws state that in the event that the office of president becomes vacant, the vice president will automatically fill the vacancy. All the current officers are still serving until the end of their terms in about three weeks. A few weeks after the election, but before the newly elected officers assume office, the president resigned. The person who was elected to be president, although accepted the results of the election, did not assume office and never actually became president. They were essentially president-elect, although there is no position in the bylaws called president-elect. Is this now a situation to fill a vacancy and the person elected vice president moves up to the position of president-elect and we follow the bylaws to fill the office of vice president? Or is it an incomplete election and notice and a special election is now held for the office of president and the incoming vice president just stays as vice president-elect? Your insight and thoughts on the problem will be both helpful! Thank you, Beverly Przybylski, PRP

Thank you, Mr. Honemann, for pointing me to a previous discussion and the Q&A in PL. It was very helpful. I would love to hear more. Has anyone ever been in a meeting where a bylaws amendment was adopted and made retroactive? If so, would you share the details? If not, would you agree or disagree that it could/should be done? Thank you, Beverly Przybylski, PRP

I read with close attention the NP article (Vol. 82, No. 2) by C.J. Mills, PRP, and Jonathan M. Jacobs, PRP, titled, "Retroactivity." I'm familiar with using a proviso to control the effective dates of newly adopted bylaws amendments, and I know that ratifying actions is another way of retroactively approving actions that were not authorized at the time, but never in my wildest dreams would it have occurred to me that bylaws amendments could be made retroactive. I've never heard of it being done. I don't doubt what the authors wrote, but I would like to hear more thoughts on this. Thank you, Beverly Przybylski, PRP

The bylaws require a candidate must be endorsed at the state convention by May 1, and not more than 18 months before the election. The member wants to be endorsed this year and run this year, but the state convention is after May 1. Endorsement is done by a ballot election; no exception, and because the bylaws do not allow for remote voting or remote meetings, the vote to endorse must be done at an in-person meeting. The bylaws permit the calling of special state meetings and identifies that the delegates are the same ones from the previous state convention. Questions: Could a properly called special state meeting be held for the purpose of voting to endorse even though the bylaws require that this be done at a state convention? If the bylaws require that certain things be done at a state convention, can all of these 'certain things' instead be done at a special state meeting? If not, what can be done at a special state meeting? Thank you, Beverly Przybylski