Running unopposed

[fixter]

I have read here in the past about the secretary casting one vote. It all depends on the language of the bylaws from what I can tell. In this case the bylaws read

Section 3. All officers shall be elected by ballot at the annual meeting by majority vote by the members present thereat, but, if for any reason an officer is not elected at the annual meeting, a special election may be held at the next regular meeting or a special meeting may be called for this purpose.

 Section 4. In the event of three or more candidates and one does not receive the majority vote on the first ballot, the candidate with the least votes shall be dropped and this procedure continued until one candidate can be elected.

 Section 5. At the October regular meeting the President shall appoint three (3) members to act as the Nominating Committee for the purpose of presenting names of members for each office to be voted upon at the annual meeting.  This Committee shall preside at the election in the annual meeting. These nominations shall be presented at the annual meeting and shall be posted upon the bulletin board for perusal by the membership.

Nominations can also be made from the floor. Thirty (30) seconds shall be allowed from the time of reading the candidates for each office to allow nominations to be made from the floor. If at the end of this time, no new candidates are nominated, the nominations are automatically closed and balloting shall begin. The Nominating Committee is responsible for the timing and closing of nominations.

 

I see a lot of problems with out upcoming election. Here is the scenario. One particular officer is disliked by a majority. No one else will run against this person. The position also has some requirements in the bylaws that limit who can run for it. If I have done my research correctly, everyone still needs to cast a ballot. Lets say there are 20 people present that can vote. 6 people vote for the person running and the rest abstain or write in another person. Majority of the vote would require 11 votes to be elected (if that is correct). I am unclear of the effects of abstaining.

 

 So if we can't come to an agreement, the current officer remains in place or is the spot vacant?

 

Also something that I have not been able to get corrected in our bylaws it that we use the 10th edition of RONR. We can never reach the threshold of votes to change our bylaws. Anything I reference has to reference this edition for now.

 

Edited October 20, 2017 at 06:55 PM by fixter

[Guest Who's Coming to Dinner]

To be elected, a candidate must receive a majority of the votes actually cast. An abstention is not a vote. If no one receives a majority, then you vote again until someone does. That is the regular rule. You have a custom rule about dropping nominees so you'll have to figure out how that works.

An officer remains in office until the term is up unless the bylaws provide otherwise, such as by saying "X years and until a successor is elected."

[fixter]

Quote

elected by ballot at the annual meeting by majority vote by the members present thereat

Majority of voters or majority of members present?

 

This is earlier in the bylaws so term would be up after a year.

who shall be elected for a term of one (1) year at the regular business meeting of November each year: also five (5) Directors whose term shall be five (5) years, one member to be elected annually.

Edited October 20, 2017 at 07:36 PM by fixter

[Richard Brown]

Fixter, your organization uses non-standard language for the vote requirement, so it is ultimately up to your organization to interpret that provision.  However, in my opinion, the requirement is for an ordinary majority vote, that is, the vote of a majority of the members present and voting.  I think the reference to "the members present thereat" simply defines the group that will be doing the voting.  If the requirement was for a majority of the members present to vote for the winning candidate, the provision should read, per RONR, "a vote of the majority of the members present".   That is different from a "majority vote".

Others may disagree, and it is ultimately up to your organization to decide, but that is my interpretation.  Any vote requirement different from an ordinary majority vote should be clearly stated.  In my opinion, it is not clear that anything different is intended. 

[Guest Who's Coming to Dinner]

2 hours ago, fixter said:

Majority of voters or majority of members present?

Agreeing with the esteemed Mr. Brown, a "majority vote by the members present" is not a vote of the majority of members present.

[Josh Martin]

4 hours ago, fixter said:

Section 4. In the event of three or more candidates and one does not receive the majority vote on the first ballot, the candidate with the least votes shall be dropped and this procedure continued until one candidate can be elected.

I see a lot of problems with out upcoming election. Here is the scenario. One particular officer is disliked by a majority. No one else will run against this person. The position also has some requirements in the bylaws that limit who can run for it. If I have done my research correctly, everyone still needs to cast a ballot. Lets say there are 20 people present that can vote. 6 people vote for the person running and the rest abstain or write in another person. Majority of the vote would require 11 votes to be elected (if that is correct). I am unclear of the effects of abstaining.

 

 So if we can't come to an agreement, the current officer remains in place or is the spot vacant?

I don’t think it’s possible for your group not to come to an agreement (except in the case of a tie), due to the rule which winnows down the candidates. The assembly could, however, postpone the election to an adjourned meeting or to the next regular meeting. Since your bylaws do not include an “until their successors are elected” clause, the position will become vacant.

This is really just a stalling tactic. In the long run, the only way to prevent the election of this person is to elect someone else.

[fixter]

My main concern it casting ballots. Everyone should cast a ballot, not just the secretary. Is that correct? From what I have read in the past voters should be able to write whoever they want on the ballot regardless of one person being nominated.

Next if there are 20 ballots cast (minus abstentions) then there has to be 11(minus abstentions) votes to be elected?

[Josh Martin]

2 hours ago, fixter said:

My main concern it casting ballots. Everyone should cast a ballot, not just the secretary. Is that correct?

Yes.

2 hours ago, fixter said:

From what I have read in the past voters should be able to write whoever they want on the ballot regardless of one person being nominated.

Yes.

2 hours ago, fixter said:

Next if there are 20 ballots cast (minus abstentions) then there has to be 11(minus abstentions) votes to be elected?

Yes.

[Gary Novosielski]

7 hours ago, fixter said:

My main concern it casting ballots. Everyone should cast a ballot, not just the secretary. Is that correct? From what I have read in the past voters should be able to write whoever they want on the ballot regardless of one person being nominated.

Next if there are 20 ballots cast (minus abstentions) then there has to be 11(minus abstentions) votes to be elected?

Yes, that looks all correct.  A blank ballot (one that contains no preferences for that office) is considered an abstention, as are ballots that are not cast at all.

[fixter]

Elections are approaching and now I am asked who can vote. There is always discussion about who can vote even though as the above bylaws state  All officers shall be elected by ballot at the annual meeting by majority vote by the members present thereat. Membership is defined earlier as follows

Section 1 Membership of this Company shall be divided into four classes: active, active exempt, exempt and social members.

 

Section 2: Active Member: An active member of this Company shall be confined to persons the age of eighteen (18) years and older, a citizen of the United States, of good moral character and sound mind and body, and a resident of the Fire District for a period of six (6) months. Said person must also meet the requirements as may be contained in any law or regulation applicable to the Company by Federal, State, county, and Township Decree, including the Niagara County Sexual Harassment Policy.

 

Active members shall be required to perform the full duties of a Volunteer Firefighter including services at fires and emergencies, attendance at meetings, both special and regular, schools of instruction and drills, parades, fund raising activities and other approved activities of the Company

 

An active member shall enjoy the right to voice their opinion and vote on all matters dealing with the Company

 

Section 3. Active Exempt. An active exempt must have five (5) years of consecutive duty and be a member in good standing. They are obligated to answer all fire calls of the Company. They shall attend all meetings and speak, and are entitled to vote. They will pay annual dues to the Company along with fines.

 

They are obligated to go to parades, and they may retain Company property assigned to them until they shall become a regular exempt.

 

Section 4. Exempt Members. An exempt member is one who can resign their active membership after having served a minimum of five (5) consecutive years and has cleared themselves of all debts owed to the Company. They shall be entitled to receive their exemption papers upon written or personal request for the same at a regular business meeting of the Company. They are entitled to an official certificate as an exempt Volunteer Firefighter under the provisions contained in the General Municipal Laws which shall be filed with the County Clerk for any future benefits entitled to them under the law. Exemption certificate holders may attend and speak at all Company meetings without the right to vote. The Company will not be responsible for their participation with Company affairs. They will be assessed no dues. At the time of their exemption they shall return all Company properties.

 

After receiving their papers, the member may, within a period of sixty (60) days give notice to the Company that the wish to continue as an active exempt member. If not done within sixty (60) days, they will remain on the exempt list, but can at any time make application as a new member as long as they meet the requirements of a new member.

 

Section 5. Life Membership. Life Membership shall be conferred upon all members of the company who have completed 15 years of active service. Life Members shall retain all privileges of membership in the Company, but shall not be required to pay dues and shall receive a special pin to signify completion of 15 years of service. Life Members will also be entitled to keep their key.

 

Life Members who do not perform any of the duties of a member of the company for a period of time of one year will have their status changed to Inactive Life Member. They shall forfeit all privileges and rights of membership. If they desire, they may reapply for membership in the regular manner, as a new member.

 

So looking at this You have to fall into category 1 or 2 to vote. If you are lifetime you enjoy all the privileges of membership.

 

Here are the requirements for category 1 and 2. I am sure it will be argued that if someone did not attend 8 drills a year, they can't vote.

ARTICLE V

Duties of an Active or Active Exempt Member

 

Section 1. It shall be the duty of all active members on an alarm of fire to proceed to the nearer, the firehouse or the fire, and hold themselves in readiness to discharge the duties assigned to them by the officer in charge.

 

Section 2. No person without an operator’s license shall be permitted to drive the fire equipment. It shall also be the duty of a member to notify a Line Officer or the President of any license restriction immediately or be subject to immediate suspension from the Company. No person without specific permission from a Line Officer shall be permitted to drive, ride, or use any fire equipment.

 

Section 3. No member of the company shall be permitted to repair, or to alter any equipment (fire) unless they have received authorization from the chief.

 

Section 4. It shall be the duty of the first qualified firefighter arriving at the firehouse or fire to act as foreman until the arrival of the proper officials.

 

Section 5. Fire trucks are not to be taken out of the firehouse only in case of fire or emergency, unless accompanied by one (1) of the proper line officers, or under instruction of a proper line officer.

 

Section 6. It shall be the duty of every member to attend all meetings of the Company, of Committees of which they are a member, obey the Constitution, By-Laws, the officers, and wishes of the Company as expressed by motions and resolutions.

 

Section 7. No person not a member of this Company shall be admitted to any of its meeting except upon invitation of the presiding officer.

 

Section 8.  No intoxicating drinks shall be taken into the truck room or the meeting room when a drill or meeting is in session. No member shall come into the fire hall intoxicated. No member shall become intoxicated while on duty.

 

Section 9. All members shall remain at the fire unless properly dismissed or excused by the officer in charge. Also, after the fire or emergency the member shall return to the hall to ready the trucks for duty again.

 

Section 10. All active and active exempt members shall be required to attend at least eight (8) drill sessions per year.

 

And lastly under officers and their selection

 

Section 6. Only active and active exempt members in good standing shall be entitled to vote at an election of officers. A member must have successfully completed his probationary period, and dues must be paid to be in good standing.

 

There appears to be conflicts. Personally I think any member present at the meeting should be entitled to vote. I know one member that the chief decided to put on probation because they weren't active enough due to jobs. I'm sure it will be argued that they can't vote.

I guess my question is does one part of the bylaws override another? I believe it reads that Lifetime members will always have the right to vote unless they disappear for a year. Then there is active and active exempt. It seems that you would have to be removed from membership not to vote but what if you don't meet the qualifications? Very confusing and will definitely be a lot of discussion

 

[Joshua Katz]

34 minutes ago, fixter said:

I guess my question is does one part of the bylaws override another? I believe it reads that Lifetime members will always have the right to vote unless they disappear for a year. Then there is active and active exempt. It seems that you would have to be removed from membership not to vote but what if you don't meet the qualifications? Very confusing and will definitely be a lot of discussion

 

Oh, well, I see more issues here than in a typical 1L issue spotter exam.  If I were a member of this organization, I'd probably be pushing for a bylaws revision.  I'd probably then be criticized, suspected of trying to take over, and be pushed out.  But anyway...

To vote, it appears you must be active or active exempt, and in good standing.  

Good standing appears to require completing probation and paying dues.  (So, in this organization, unlike most, non-payment of dues does take away the right to vote.)  

Active and active exempt are defined in the bylaws.

Now, what about an active or active exempt member who fails to fulfill some of the obligations of those positions?  They fall into the general principle, I think, that rights are only lost via a disciplinary process.  You haven't explained that disciplinary process, but it appears to allow the chief (maybe?) to put people on probation.  Does probation remove you from the active or active exempt category?  That will depend on your bylaws.  Does it remove you from good standing?  That's a question of bylaw interpretation.  If (as I suspect) it is left undiscussed in your bylaws, then your chief has no business using it, except insofar as non-parliamentary operations are concerned.

Much of these bylaws simply can't be taken seriously.  How can it be the obligation of every member to respond to all calls, for instance?  What sort of duty is this?  And then there's this gem:

44 minutes ago, fixter said:

Section 5. Fire trucks are not to be taken out of the firehouse only in case of fire or emergency, unless accompanied by one (1) of the proper line officers, or under instruction of a proper line officer.

 

But to complain about that seems unfair, I guess, in context.

[Richard Brown]

First, it is ultimately up to each organization to interpret its own bylaws.  We can tell you what RONR says and give you our personal opinions, but it is ultimately up to your organization to interpret its own bylaws.

My opinion of your question about the voting rights of members "in good standing" is that, per your bylaws, members must be "in good standing" in order to vote at elections of officers.    It appears to me that members in good standing are members who have completed their probationary period and whose dues are paid.  I see no other requirement for being in "good standing".  Therefore, it is my opinion that only active and active exempt members who are in "good standing" as defined in the bylaws may vote at election meetings. 

I do not see any such "in good standing" requirement for voting on other matters.  Per RONR, unless the bylaws provide otherwise, members may not be denied the right to vote due to unpaid dues.  It is up to your bylaws to define "good standing" (or "not in good standing").  I do not see where failure to attend a certain number of drills causes a member to cease to be "in good standing"  Some may argue that failure to attend mandatory drills causes the member to not be in good standing, but I do not see where your bylaws say that.  RONR is quite clear that except as specified in the bylaws, the rights of a member (including voting rights) can be suspended only through disciplinary proceedings.

 I agree that there appear to be conflicts in the bylaws and that some provisions are difficult for me, as a non-member, to understand.  Only your organization can interpret its own bylaws and resolve any conflicts.

Edited November 7, 2017 at 04:15 PM by Richard Brown
Typographical corrections

[fixter]

1 hour ago, Joshua Katz said:

Oh, well, I see more issues here than in a typical 1L issue spotter exam.  If I were a member of this organization, I'd probably be pushing for a bylaws revision.  I'd probably then be criticized, suspected of trying to take over, and be pushed out.  But anyway...

To vote, it appears you must be active or active exempt, and in good standing.  

Good standing appears to require completing probation and paying dues.  (So, in this organization, unlike most, non-payment of dues does take away the right to vote.)  

Active and active exempt are defined in the bylaws.

Now, what about an active or active exempt member who fails to fulfill some of the obligations of those positions?  They fall into the general principle, I think, that rights are only lost via a disciplinary process.  You haven't explained that disciplinary process, but it appears to allow the chief (maybe?) to put people on probation.  Does probation remove you from the active or active exempt category?  That will depend on your bylaws.  Does it remove you from good standing?  That's a question of bylaw interpretation.  If (as I suspect) it is left undiscussed in your bylaws, then your chief has no business using it, except insofar as non-parliamentary operations are concerned.

Much of these bylaws simply can't be taken seriously.  How can it be the obligation of every member to respond to all calls, for instance?  What sort of duty is this?  And then there's this gem:

But to complain about that seems unfair, I guess, in context.

Glad to see I am not the only one confused by our bylaws. I have always been told that they were left vague so they are open to discussion.

As I said earlier on there is a 5th definition which is lifetime member. That is outside of membership and states that lifetime member enjoy all the rights and benefits of membership. So I have always been on the side  that this group has the right to vote.

It would seem that the key here is good standing.

[fixter]

1 hour ago, Richard Brown said:

First, it is ultimately up to each organization to interpret its own bylaws.  We can tell you what RONR says and give you our personal opinions, but it is ultimately up to your organization to interpret its own bylaws.

My opinion of your question about the voting rights of members "in good standing" is that, per your bylaws, members must be "in good standing" in order to vote at elections of officers.    It appears to me that members in good standing are members who have completed their probationary period and whose dues are paid.  I see no other requirement for being in "good standing".  Therefore, it is my opinion that only active and active exempt members who are in "good standing" as defined in the bylaws may vote at election meetings. 

I do not see any such "in good standing" requirement for voting on other matters.  Per RONR, unless the bylaws provide otherwise, members may not be denied the right to vote due to unpaid dues.  It is up to your bylaws to define "good standing" (or "not in good standing").  I do not see where failure to attend a certain number of drills causes a member to cease to be "in good standing"  Some may argue that failure to attend mandatory drills causes the member to not be in good standing, but I do not see where your bylaws say that.  RONR is quite clear that except as specified in the bylaws, the rights of a member (including voting rights) can be suspended only through disciplinary proceedings.

 I agree that there appear to be conflicts in the bylaws and that some provisions are difficult for me, as a non-member, to understand.  Only your organization can interpret its own bylaws and resolve any conflicts.

Here are the duties of chief. They do have the power to suspend someone but that would be when on duty. That would only be in effect until the next meeting.

Section 6. Chief. The Chief shall have command of the Company at fires and schools of instruction and shall see that the members shall perform their duties thereat. It shall be the Chief’s duty to arrange the schools of instruction to be scheduled every Thursday night at 7:00 PM unless there is a holiday or other Company affair at the same time. It shall be the Chief’s duty to see that all active members have a good working knowledge of all the fire and emergency equipment at their disposal.

 

When the company is on duty or at a fire, the Chief shall be the sole person in charge, shall assign the members to the best method of fire fighting and assign them to run the truck pumps and lights. The Chief shall make sure that the fire is completely out before leaving the scene. Upon return to the fire hall, the Chief shall be responsible for the clean up of equipment to a ready status again.

 

The Chief shall make sure that only those members qualified shall operate the equipment.

 

The Chief shall be responsible for the proper maintenance of the equipment and the engine room, and shall see to it that the apparatus and fire appliances of the Company are in good working condition and ready for service at all times. The Chief shall have the authority to purchase emergency or necessary maintenance equipment or the apparatus and to make all necessary repairs to the apparatus as deemed necessary. The Chief shall have the power to suspend any member refusing to do their duty, subject to the action of the organization at the next meeting.

 

The Chief shall:

            -Be in direct command of the fire police and see that they are properly equipped

            -Make a summarizing report at the January meeting of all fires during the

              Preceding year.

            -Be in charge of the fire district fire prevention program.

            -The Chief shall appoint one Assistant to serve as First Aid Officer.

 The only other disciplinary procedures in our bylaws are with the executive board and expulsion

 

Section 1. Executive Committee. The Executive Committee shall consist of the President, Vice-President, Treasurer, Bingo Treasurer, Financial Secretary, Secretary, Chief, 1^st Assistant Chief, 2^nd Assistant Chief, 3^rd Assistant Chief, 4^th Assistant Chief and the five (5) Directors. The Executive Committee shall have charge of the affairs of the Company between meetings. It shall designate the bank or banks in which the funds of the Company shall be kept. It shall have the power to hear the excuses and act upon them for non-attendance at the meetings, drills, fires and schools of instruction and upon application for the remission of fines and penalties.

 

The Executive Committee shall meet monthly one (1) hour prior to the regular monthly meeting and shall meet at such other times as the President may designate.

 

The President shall also call a meeting upon the request of any two (2) members of the Executive Committee.

 

The Executive Committee shall have the power at its discretion to examine the books and accounts of any of the offices. It shall make at least an annual check of the total membership, paying strict attention to attendance at drills, assigned clean-up, work details, meetings and fires. Those that are lax in several categories shall be personally interviewed by a Line Officer and one other officer, or called before the Executive Committee to explain the reason for not doing their duty.

 

The Executive Committee shall have the power to examine applications for membership and reject the same if they deem it necessary for the good of the Company. They shall have the power to admit over all the other types of preference heretofore mentioned shift workers or locally employed persons or local business people as members when deemed for the good of the company.

 

The President may report on the Executive Committee at any regular or special meeting.

 

The Executive Committee shall secure bids on any expenditure of the company over five hundred dollars ($500.00), if so directed by the company

 

ARTICLE XVI

Expulsion.

 

Section 1. Any member maybe expelled from the Company for cause by a ¾ vote of the active members present at a meeting provided the accused shall have been served with written charges at least seven (7) days prior to the meeting together with the notice that the charges will be considered at the meeting.

 

Section2. The Company shall have full power to determine what shall constitute sufficient cause for expulsion.

 

Section 3. A member expelled from the Company shall not be eligible for reinstatement.

 

 

The case of expulsion I have visited with our company attorney and he made it pretty clear that to just boot someone out without due process was against state law.

 

No where in the bylaws does it define what powers the executive committee has with regards to excuses etc. It speaks of fines but there is nothing else on that. It does state that and officer will interview someone if they are not doing what they should.

 

It seems like things are wide open but also we do follow Roberts' 10th edition when not covered in the bylaws. The more I think about this stuff the more I go in circles.

[Joshua Katz]

1 hour ago, fixter said:

It seems like things are wide open but also we do follow Roberts' 10th edition when not covered in the bylaws. The more I think about this stuff the more I go in circles.

Well, there's too much here to really address, but any particular reason for this one?

[fixter]

21 minutes ago, Joshua Katz said:

Well, there's too much here to really address, but any particular reason for this one?

My head is spinning? Members would have to go through a process to be punished (which I vehemently oppose) which is not covered in our bylaws so the RONR would take precedence. For someone to put someone on probation, they would have to go through a process.

[Joshua Katz]

1 minute ago, fixter said:

My head is spinning? Members would have to go through a process to be punished (which I vehemently oppose) which is not covered in our bylaws so the RONR would take precedence. For someone to put someone on probation, they would have to go through a process.

I meant for using the 10th, rather than the 11th (or a general statement that the latest edition will apply).

[fixter]

2 minutes ago, Joshua Katz said:

I meant for using the 10th, rather than the 11th (or a general statement that the latest edition will apply).

Our bylaws state 10th edition and I have had no success amending that.

[Bruce Lages]

I concur with Mr. Katz that to be in good standing seems to require only that the probationary period be completed and dues are paid. I don't see anything in the excerpts you've posted that relate being in good standing with the duties listed in Article V. In addition, the conflicting statements about Life members' right to vote do not appear to be resolvable using the interpretation principle of specific vs general provisions. As both Mr. Katz and Mr. Brown have made clear, your company is going to have to resolve this issue itself, either through a ruling by the chair and appeal (if necessary) in the short term followed by amending the bylaws to remove the ambiguities, or amending the bylaws before the election if that is possible.

[Richard Brown]

2 hours ago, fixter said:

Our bylaws state 10th edition and I have had no success amending that.

FYI, one of the more substantive changes in the 11th edition is an enhanced chapter on discipline and disciplinary procedures.

[fixter]

17 hours ago, Richard Brown said:

FYI, one of the more substantive changes in the 11th edition is an enhanced chapter on discipline and disciplinary procedures.

That is interesting, I will have to investigate the differences. Perhaps that will change some votes on amending the bylaws.

Elections were last night and other then unhappy folks over eliminating the secretary casting one ballot, it went smoothly. Afterwards I heard chirping about having the election declared illegal at the next meeting because someone had sour grapes. I will read and prepare myself for that. 

Thanks to all the great knowledge here.

[Shmuel Gerber]

On 11/8/2017 at 10:28 AM, fixter said:

That is interesting, I will have to investigate the differences. Perhaps that will change some votes on amending the bylaws.

Elections were last night and other then unhappy folks over eliminating the secretary casting one ballot, it went smoothly. Afterwards I heard chirping about having the election declared illegal at the next meeting because someone had sour grapes. I will read and prepare myself for that. 

Thanks to all the great knowledge here.

"Sour grapes" is when someone who doesn't get what he wants then denigrates the former object of his desire. What you're describing is just a sore loser.