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As a non profit with just one staff person should the board be making motions at their meetings to “pay the bills”? our staff forwarded an invoice to the exec and the past president instructed that the invoice be paid. I suggested I was in favour and was told we don’t need a motion to pay an invoice as it was for services rendered… and that only invoices for capital items that have not been approved by the board or exec require a motion.

One of our directors served for a two year term and at the end of it agreed to finish the term of another director who resigned. The nominating committee has asked if she is eligible to serve another term as director. Terms are two years and are staggered with one director elected in even years and two in odd numbered years. Our bylaws state: "No person shall hold more than one office at a time and no officer shall be eligible for three consecutive terms in the same office." (emphasis added) A's initial term as director began at the election meeting in 2017. When A's term ended in 2019, one of the directors elected in 2018 (Director B) resigned and A agreed to finish her term at the 2019 election meeting. The nominating committee would like to nominate A for another term as director for the upcoming 2020 election meeting. (The 2020 meeting is when B's term as director would have expired and when A is willing to take on another term.) Assuming for the moment that A served more than half of B's term, here is the question: Is the office of "at-large director" the "same office" as that held by another at-large director at the same time? And if it is different, is a director who at the end of her term filled another director's vacancy eligible to run for a term as director? Put another way, is the office "director" a collection of responsibilities that are identical for all who hold the office or are there three identical director offices? I believe this is ambiguous in RONR. (Note that on page 452 RONR says VPs should be numbered if there is more than one so there is no confusion about who takes the chair in the president's absence.)

The bylaws of an organization I am a member of specifies the term of office for our Trustees (Directors) is 3 years. There are no bylaw limitations specified as to whether a Trustee can serve more than one consecutive term. RONR page 448 states (The bylaws may contain a provision that "No person shall be eligible to serve _______ consecutive terms in the same office."). This seems to indicate a Trustee could serve more than one term even though the bylaws do not address a limitation. As our bylaws do not declare a maximum number of terms, Is it appropriate for a Trustee to be elected to more than one term? In addition, if a member is elected to serve out the remaining term (one year of three year term), of a resigned Trustee and without a bylaw to address a maximum number of terms, is it appropriate for the member to be elected to a complete term? Thank you, Jim Anderson