Election of officers

[grammaconnie]

We are a small condominium board and recently held our annual meeting at which 2 new members were elected. A few issues immediately arose.

1)At the adjournment of the annual meeting we were told to go into executive session for election of officers. In this meeting it was pointed out that we didn't have to meet immediately as our bylaws state that the first meeting of a newly elected executive board shall be held within 10 days of its election. This practice has always been followed by previous boards. It was also stated that RONR states you elect officers immediately. Is there a right and a wrong here?

2) Before elections began a board member asked for clarification of whether a president can vote on matters as this could be a decisive factor in seeking that position. Page 292 of RONR says the presiding officer can vote when the vote is by ballot, can vote to break or cause a tie. Is RONR saying that other than these circumstances, the president, whether in executive or open session, never votes?

3)The president of the previous board appointed the husband of a board member to act as parliamentarian. Does this person also sit in on executive sessions? In reading RONR it is my understanding that acting as parliamentarian one does not get to vote on issues, nor participate in discussions. Needless to say, that has not been the case. Would this appointment be a conflict of interest?

[hmtcastle]

We are a small condominium board and recently held our annual meeting at which 2 new members were elected. A few issues immediately arose.

Firstly, it should be noted that it was the condo association, not the board, that had its annual meeting.

1)At the adjournment of the annual meeting we were told to go into executive session for election of officers. In this meeting it was pointed out that we didn't have to meet immediately as our bylaws state that the first meeting of a newly elected executive board shall be held within 10 days of its election. This practice has always been followed by previous boards. It was also stated that RONR states you elect officers immediately. Is there a right and a wrong here?

RONR doesn't state that.

2) Before elections began a board member asked for clarification of whether a president can vote on matters as this could be a decisive factor in seeking that position. Page 292 of RONR says the presiding officer can vote when the vote is by ballot, can vote to break or cause a tie. Is RONR saying that other than these circumstances, the president, whether in executive or open session, never votes?

See FAQ #1. Assuming this is a "small" board with not more than about a dozen members meeting, the president if free to participate as fully as any member.

3)The president of the previous board appointed the husband of a board member to act as parliamentarian. Does this person also sit in on executive sessions? In reading RONR it is my understanding that acting as parliamentarian one does not get to vote on issues, nor participate in discussions. Needless to say, that has not been the case. Would this appointment be a conflict of interest?

If this "parliamentarian" is a member of the board, he has the same rights as other members. If not, he doesn't.

[Josh Martin]

1)At the adjournment of the annual meeting we were told to go into executive session for election of officers. In this meeting it was pointed out that we didn't have to meet immediately as our bylaws state that the first meeting of a newly elected executive board shall be held within 10 days of its election. This practice has always been followed by previous boards. It was also stated that RONR states you elect officers immediately. Is there a right and a wrong here?

RONR has no such statement. The board may meet immediately after the annual meeting of the general membership, or meet at any time within the next ten days. The board will be "right" so long as the requirements of the Bylaws are fulfilled.

2) Before elections began a board member asked for clarification of whether a president can vote on matters as this could be a decisive factor in seeking that position. Page 292 of RONR says the presiding officer can vote when the vote is by ballot, can vote to break or cause a tie. Is RONR saying that other than these circumstances, the president, whether in executive or open session, never votes?

No, that's not what it's saying. RONR is saying that in large assemblies, the President should not vote except when the vote is by ballot or when his vote would affect the result (which is not the same as saying to break or cause a tie - some motions require more than a majority vote for adoption). (RONR, 10th ed., pg. 392, lines 18-25; FAQ #1) However, the President, if a member, always has the right to vote, since no member may be deprived of the right to vote except through disciplinary proceedings. (RONR, 10th ed., pg. 255, lines 22-28; FAQ #1) Those rules relate to the need for the chair to remain impartial in large assemblies. In small boards and committees (about 12 members or fewer), the chair should feel free to vote just as any other member. (RONR, 10th ed., pg. 471, lines 7-11) You are correct that the rules are the same regardless of whether the board is in executive session or open session.

3)The president of the previous board appointed the husband of a board member to act as parliamentarian. Does this person also sit in on executive sessions?

If he is a member of the board, yes. (RONR, 10th ed., pg. 255, lines 22-28) If he is not a member, he may attend only if the board invites him. (RONR, 10th ed., pg. 93, lines 10-12)

In reading RONR it is my understanding that acting as parliamentarian one does not get to vote on issues, nor participate in discussions.

The parliamentarian, if a member, should not vote or participate in discussions. (RONR, 10th ed., pg. 451, lines 4-15) He still retains his rights as a member. (RONR, 10th ed., pg. 255, lines 22-28) If he cannot refrain from exercising those rights, however, he should not serve as parliamentarian. (RONR, 10th ed., pg. 451, lines 10-13)

Needless to say, that has not been the case.

Then the parliamentarian should be removed from his position.

Would this appointment be a conflict of interest?

RONR does not define "conflict of interest" except with regard to voting (and it then uses a different term).

[Kim Goldsworthy]

1)... It was also stated that RONR states you elect officers immediately.

Is there a right and a wrong here?

"... that RONR states you elect officers immediately"?

No.

There is no rule in RONR which says, "When a board is elected, it must meet immediately (for ANY purpose, never mind to elect its officers for the upcoming terms of office)."

Just the opposite - The Book says a board must have its meeting properly CALLED.

So, to be a stickler for accuracy, you probably CANNOT have your board meet immediately after your annual meeting - because a board meeting cannot be held unless properly called.

(Whether YOUR meetings are allowable is a variable to be answered by YOU, as you read your bylaws.)

"... is there a right and wrong?"

Yes.

The bylaws are always right - by definition! A set of bylaws is a superior document to any parliamentary rule.

2) ...whether a president can vote on matters as this could be a decisive factor in seeking that position.

Page 292 of RONR says the presiding officer can vote when the vote is by ballot, can vote to break or cause a tie.

Is RONR saying that other than these circumstances, the president, whether in executive or open session, never votes?

The Book is implying, "There is no need to vote, under that circumstance."

Example:

• if the vote is taken by voice, then there is no need for a chair to utter "aye" or "no" along with the rest of the assembly.

• if the vote is taken by rising (i.e., by standing up) or by raising of the hands, there is no need for the chair to participate.

• if the vote is taken by ballot, then the chair, if he wishes to vote, MUST vote along with everyone else.

Now, should the vote be a counted vote (a rare occurrence, since voice is the preferred method), then the chair gets to vote LAST.

By voting LAST, the chair gets to choose to ABSTAIN. The chair gets to create a tie or to break a tie, ON HIS OWN VOLITION.

Thus, if the counted vote of a board were to be with a margin of more than one vote (e.g., 5-3 or 22-19), then a good chair will LET THAT DECISION STAND, and not cast a USELESS vote toward the WINNING side, nor a USELESS vote toward the LOSING side, because his single vote WILL NOT AFFECT THE OUTCOME. And, because he will lose the air of impartiality if he votes when his single vote won't change anything.

3)The president of the previous board appointed the husband of a board member to act as parliamentarian.

Does this person also sit in on executive sessions?

In reading RONR it is my understanding that acting as parliamentarian one does not get to vote on issues, nor participate in discussions.

Needless to say, that has not been the case.

Would this appointment be a conflict of interest?

"... conflict of interest?"

No. Not in the way The Book describes "personal or pecuniary interest."

"... sit in on executive session?"

Two answers:

• If a member of the board, then YES.

• If not a member of the board, then NO.

Q. Is this person a member of the board or not?