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Found 46 results

  1. Amending Minutes

    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?
  2. 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.
  3. Secretary Figurehead

    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.
  4. Can an individual hold more than one office on a board. For example president and secretary?
  5. Condo owner

    What is the proper procedure in an election of officers; such as how the incumbent individuals and new prospective officers are listed on the ballot? The Notice to all owners regarding the election of officers? In a recent election in my community there appears to be a misunderstanding of the process. Example: notice states you are entitled to one vote as a unit owner but further states there are three seats open for vote.
  6. I work at a small rural library, run by a Library board, & funded by the city. I am on the "Friends of the Library board" (a separate entity from the "Library Board"). Essentially the Friends group raises funds for & supports some activities of the library. As part of my job description as assistant librarian, I am required to be the Treasurer of the Friends board. Is this not a conflict? Is this even legal? I believe officers are to be elected by the Friends board members, not foisted upon them by the hiring practices of the city & the Library board...? Not to mention, I am not the best person for the job. I am willing to help out, but I believe it is not in our Friends board's best interest for me to be in that office. Not to mention, I am uncomfortable with what appears to be a serious conflict of interest. Please bear with me as I am new to RR. Thanks!
  7. When the club's slate of officers for the upcoming year (as compiled by the nominating committee) is past the deadline for distribution to the membership, does that deem the slate null and void? Our club Bylaws do not specify what the penalty is for a slate not being out to the membership by the deadline.
  8. I am involved with a small (~50 member) 501(c)(6) organization Our Bylaws provide for succession of officers should the President become unable to serve, as well as for the order of officers eligible to represent us at our organization's national conventions. Other than that which is specifically dealt with in our Bylaws, is there an official "ranking of officers" that would apply to a minor issue, such as who would introduce a new President who has moved into the position (according to our bylaws) in the case of a President's resignation?
  9. The default in RONR is that there are no qualifications for officers (RONR, 11th ed, p. 447, l. 16ff). But many organizations' bylaws do have some qualifications, such as you have to be a member, or you have to have been a member for X amount of time. (A) In such cases, can a person who does not meet those qualifications be elected to be a pro tem officer for the meeting? (B) If the answer is NO, then does that prevent an assembly from allowing a professional parliamentarian preside, if the person does not meet the qualification? (C) If the answer it NO to (A), if bylaws require officers to be board members, can a membership meeting elect a non-board member to be a pro tem officer?
  10. I understand that RONR allows one person to be nominated more than once. My question is whether one person can be elected to more than one position on a Board? Or does her being in one office prevent her serving in another office? Our bylaws are silent as to this, but they refer to RONR to fill any gaps ... ? Thank you for your help.
  11. If a new chairman is elected on a small board, but the presiding chairman will still be a member of the board, when does the transition happen? Our election will most likely be during a regular meeting with further agenda items - some of which may be handled differently by the new officers.
  12. At today's meeting of an airport authority, the chair announced he was stepping down as of the next day. The authority's by-laws only define that elections of officers should take place at the annual meeting. The by-laws don't define whether the vote should be taken by roll-call or simple voice vote. Further, the by-laws don't make any reference to an "interim chair" position. Does RRNR address how resigned seats should be filled? Since there is no "interim chair" position defined in the by-laws, wouldn't the newly elected person be "the" chair until another election is held (either at the annual meeting or when the motion to do so is raised again)? Shouldn't the vote be taken by roll-call? Thanks for your assistance.
  13. 1. Our organization has a two-step election procedure. In the first step the 7 members of the Board are elected. In the second step the four officers (President, VP, Treasurer, Secretary) are elected from among the 7 Board members. All of these 4 have signing authority. The ByLaws require secret ballot for the second step. Our ByLaw does not state that affairs are to be conducted according to RO. At the March 2015 AGM the Board was elected according to the ByLaws. Then, the Treasurer was elected by secret ballot from 2 candidates. The remaining 3 positions only had one candidate each. These were elected by acclamation. At a members' meeting in October 2015 the ByLaws were amended to make exception from the requirement of secret ballot in the case of uncontested candidacy in the Officers' election. My question is: what is the status of the 3 Officers elected by acclamation? They have been governing the organization and signing documents. RONR seems to say that a point of order can be raised at any time regarding this error, and also says that only the voting body can resolve the matter. If there is something to be remedied, what is it, and how to accomplish it? The next AGM is in March 2016. The relevant statute (Canada Non-for-profit Corporations Act, 139.) states: "An act of a director or an officer is valid despite an irregularity in their election or appointment or a defect in their qualification." Does this help/get us off the hook? 2. The recent ByLaw amendment exempts uncontested candidacy from secret ballot, but the Board intends to hold a vote (such as show of hands) rather than declare such a candidate by acclamation. If it should happen, that the candidacy of an uncontested candidate is rejected by the membership, where does that leave us? 3. The ByLaw states that the Chair of members meetings is the President, and in his absence the VP. Under the description of Offices it is repeated: "The President, when present, shall preside at all meetings of the BoD and of the members." At the March 2015 AGM the president invited a skilled professional and appointed her to chair the AGM. After the initial remarks of the president (who was present throughout), she was chairing the meeting. RONR states (p 453, 25-35) that this can be allowed, but it was neither voted on by the members nor were the rules suspended. Again, our ByLaw does not state that affairs are to be conducted according to RO. The Board have powers of delegation, but those are not spelled out in the ByLaw. My question is: Was this an acceptable procedure? If not, does this affect the validity of anything that was voted on at that meeting? Thank you!
  14. Recently I discovered that, under our system, I had a disqualification and had to step down as president of our assembly. We are facing turbulent times, with much work to be done regarding contracts and much money in the balance (literally in the neighborhood of fifteen million dollars in the next year). After I stepped down, however, a grievance was filed (confidentiality is assured in our process), by someone or some ones, against our past nominating committee asking that ALL the officers be disqualified from serving further based on my disability under the grounds that all the officers were therefore invalidly elected. The disability, pointedly, was solely mine. The nominating committee refused to defend itself and stipulated that the grievance was correct, our Review Committee (the grievance committee) ruled the officer elections invalid, and the entire leadership was thereby decapitated at one fell swoop. We have no one to take the lead role in our Executive Committee since all other leaders elected under that election could, at a later date, be ruled improperly elected. I cannot get two people to publicly call a meeting. The Executive Committee, being unwilling to meet (I cannot find even two members even willing to call a meeting), everyone is hunkered down or in silos) cannot call new elections or overrule the Review Committee or even call a general meeting. We are in a state of nature at this point, there is no organization (only some committees functioning on their own) and I need to get the process started again. Any suggestions would be appreciated.
  15. Officers and Agendas

    We are starting a new school year and our student government failed (due to conflicts between certain students and advisors) to hold an election for new officers. Starting this school year, since the term expired over the summer, what should we do for running a meeting? The past-year's President and Secretary are still at the college, but should they still be in their positions? Fact is: a few of us are exasperated but still trying to keep our government going because this is how our clubs get funding and activities happen on campus. In order to hold elections we have to have an election committee make the election known for people to nominate themselves or others with ample amount of time, then at least half the college has to vote, so this will take most likely the first whole month of school. IF the past President and Secretary can keep the positions we are still down a vice, treasurer (which is required by law), and a PIO. I guess one way to sum this complicated problem up is: can we hold an emergency vote where members present volunteer for roles? Can I along with our other director create an agenda and tell the government that I'm creating a committee to get this stuff done that meets immediately after that meeting and Chair the committee? Who is in charge (please tell me not the advisor)?
  16. Election

    Can an officer who currently hold a position run for another officer's position without resigning their current position because their term is not up yet?
  17. Hello, I am new to RONR, but need to learn a proper procedure, and have the text to back it up. Our local GOP is having a vote on new officers on Saturday, March 14th, and they have selected a slate of officers to be considered. They also say nominations may be made from the floor. If one challenges a slate, is that done with a new slate of officers? One person I have spoken to has related to me that a challenge to a slate must be only 1 person for 1 office, rather than challenging each office nomination, if needed. I am concerned that I am hearing possible political expediency rather than proper knowledge. I do understand that, if officers are presented by office, that we can vote on chair, vice chair, etc. per office, but I do not understand how to proceed if the nominating committee wants the entire slate elected at once, rather than by each office. Please help this novice by giving me sound, understandable advice that may get us through this election of officers. My personal opinion is that elections should be held by office rather than by a slate, but I need more understanding. Thank you, Julia
  18. I'm a new Pres. & was just told that under Robert's Rules, officers may not enter motions or 2nd motions at regular meetings. I know there are restrictions when the officer is making a committee recommendation but are officers never allowed to move or 2nd regarding regular business? There is no prohibition in our by-laws. Thank you.
  19. Our bylaws state: "the board shall be made up of one voting delegate and one alternate from each community... and shall be chosen by the governing body of the municipality which he/she represents" Then it states: "Officers nominated and elected shall be president, vice-president, and secretary, who will be elected by Board members, with the Board retaining the right to appoint a Treasurer." Only the President and Vice President are actually board members. The Secretary and Treasurer have simply been appointed by the Board and have none of the rights that regular board members do (or so they say.) The secretary is also an employee, who is the best friend of the ex-director. The Ex-Director is now the Treasurer. Is it common practice/or acceptable to have officers who aren't board members? Does this violate any rules/common procedures?
  20. in a housing complex where you have Activities Group, Women's Club and Cafe Board, can one person be an officer in all of the groups?
  21. We are a moderate-sized organization where the President has taken on most of the duties of ALL the offices. Due to health issues, she is now withdrawing from the group. We are trying to set up new officers with the duties being separated again. We have three nominations for President, one for VP, and none for secretary or treasurer. What does Robert's Rules of Order state for filling those offices? Can we ask the current office holders to remain in their roles if they wish or do we need to formally elect them, or do away with/combine the offices? Thank you.
  22. Hello, I'm part of an organization that follows Parliamentary Procedure. Our officers are the President, Vice President, Secretary, Treasurer, Reporter, Historian, Sergeant at Arms, and Parliamentarian (some of these positions may be specific to our organization). However, one of our officers has resigned and another is in danger of being forced to quit the organization as a whole, therefore giving up his officer position. As a result, we have a plan to reallocate the positions to make everything work. My question is that is there anything in Robert's Rules of Order that prohibits us from doing this?
  23. The person who is the current president of our organization wants to run for treasurer next year. This is causing 2 problems for our nominating committee I wonder if I could get some input on. 1. We have a nominating committee and the committee has a nominee already. We were planning to present a single slate of officers. Now the treasurer position will require a contested election. I suggested to the president that this was not a great idea--I think it has the potential to be very divisive and uncomfortable and kind of unnecessary. We have never had a contested election before--our organization is decent sized, but most people do not want to hold office. Usually when two people express an interest in an office, one person drops out and does something else. Am I right to suggest this? 2. I think it would be extremely awkward if she were treasurer, though she does not think so. The current president elect (so this is an planned succession to president) is currently on the board with this president and it feels unfair to her to have the immediate past president take on another elected, voting position. Again, is it proper of me to suggest this? I'll be up front and say this is not my favorite person, but I am trying to keep things equitable and do what I would do if she was someone else. She had already asked if she could run against the President elect and the decision on that was probably not, since the intent is for automatic succession. There is also an amendment being considered to the by laws that would allow the past president to be a voting member of the executive committee. To me, this just looks like she wants to stay on the executive board at all costs. On the other hand, the nominating committee does not want to look political either--as though we are trying to keep her out.
  24. Voting Officers

    We follow Robert's Rules of Order for a Booster organization. Here is the dilemma. We need to elect officers. The individual who chaired the nominee committee is going to run for President and we feel she did not actively look for another candidate. She will be the only candidate for President. As a group, we do not feel she is the best person for this position. Unfortunately at this time we do not have another individual who wants to run for this position. If we as the large group want to vote against her, following RRO, how can this be done? Everything I have read said that if we vote "No" that it will not matter the vote will not be counted. And because she is the only candidate she will get the position. Is this correct? What other options do we have? Thank you.
  25. I'm Vice-President of a Society's Board of Trustee from which the Secretary has recently resigned. What is the procedure for making a replacement? The former Secretary won a hotly contested election by six votes. Should the runner-up be appointed to fill the rest of her term or does this have to go back to the general membership for a vote or ?? Your advice will be greatly appreciated!