Filling of vacancy in office of vice president

[Guest nriversiii]

We are an alumni association of a university and our president died and the vice president moved up to president but then he appointed a member as vice president. I objected because he sent out an email saying he had done it before the Board could meet and he did not attempt the appointment during a Board meeting. I also believe, according to Roberts, the right to elect or appoint is equal to the authority to remove or fill vacancies. Since the president and vice president are elected by the alumni association shouldn't the filling of the vacancy in the office of vice president be filled by the Board or at least approved by the Board?

Article VIII, Section f of our bylaws read: "The President of the Board shall have the power to appoint a member to fill any vacancy caused by the death, resignation or inability of a member to serve. Such appointee shall serve until the next election."

I don't think this applicable because the vacancy caused by death was in the office of president not vice president. Therefore, this process does not apply to the now vacant office of vice president. The vacancy in the office of vice president is not created by death or resignation nor inability to serve.

I don't this provision could have contemplated that the president would appoint someone to the position that would fill his vacancy if he left office before the unexpired term he just moved up to. I believe the Board must vote to fill the position of vice president since our bylawys do provide for accension beyond the office of president.

How should this be done?

[Tim Wynn]

We are an alumni association of a university and our president died and the vice president moved up to president but then he appointed a member as vice president. I objected because he sent out an email saying he had done it before the Board could meet and he did not attempt the appointment during a Board meeting. I also believe, according to Roberts, the right to elect or appoint is equal to the authority to remove or fill vacancies. Since the president and vice president are elected by the alumni association shouldn't the filling of the vacancy in the office of vice president be filled by the Board or at least approved by the Board?

Article VIII, Section f of our bylaws read: "The President of the Board shall have the power to appoint a member to fill any vacancy caused by the death, resignation or inability of a member to serve. Such appointee shall serve until the next election."

I don't think this applicable because the vacancy caused by death was in the office of president not vice president.

You don't believe in the domino effect, huh? The first one was pushed; all the others just fell.

Therefore, this process does not apply to the now vacant office of vice president. The vacancy in the office of vice president is not created by death or resignation nor inability to serve.

Are you suggesting that there's no vacancy, i.e., he's still able to serve in the vice-president spot and he didn't resign from it?

I don't this provision could have contemplated that the president would appoint someone to the position that would fill his vacancy if he left office before the unexpired term he just moved up to.

Then, it's not a very contemplative provision.

I believe the Board must vote to fill the position of vice president since our bylawys do provide for accension beyond the office of president.

How should this be done?

You'll have to raise a point of order if you think the bylaws are being violated, and, if the president doesn't agree with you, you can appeal. Then, you'll have to convince the assembly... you haven't convinced me.

[Chris Harrison]

First you all will need to decide whether the vacancy filling provision also includes the President filling the vacancy in the office of VP when the vacancy was created by the VP becoming President. See RONR pp. 570-573 for some principles to help with that. If you all do decide that the vacancy filling provision does not apply in this case you all will need to decide whether the Board or General Membership would be the body to fill the vacancy.

[Gary Novosielski]

Article VIII, Section f of our bylaws read: "The President of the Board shall have the power to appoint a member to fill any vacancy caused by the death, resignation or inability of a member to serve. Such appointee shall serve until the next election."

I don't think this applicable because the vacancy caused by death was in the office of president not vice president. Therefore, this process does not apply to the now vacant office of vice president. The vacancy in the office of vice president is not created by death or resignation nor inability to serve.

The bylaws provision is pretty unambiguous.

The president may appoint someone to fill any vacancy caused by the death of a member. In this case, the vacancy in the vice presidency was certainly caused by the death of a member--it was caused by the death of the president.

RONR is quite clear that unless special provisions are made in the bylaws for filling a vacancy in the office of president, the rule is that when the office of president is vacated, the vice president instantly becomes president, and the vacancy immediately occurs in the office of vice-president, or of the highest numbered vice president if more than one exists.

So, I don't see what the basis for your objection is. But of course I'm not a member of your assembly, and they are the ones who are ultimately responsible for interpreting ambiguities in your bylaws. I just don't think there is one.

[JohnR]

The same person cannot serve as both president and vice-president. Therefore, your new president is "unable to serve" as vice-president and that office is now vacant. It would seem your bylaws give him the power to appoint a replacement.

[Kim Goldsworthy]

Article VIII, Section f of our bylaws read:

"The President of the Board shall have the power to appoint a member to fill any vacancy caused by the death, resignation or inability of a member to serve.

Using only a dictionary, I agree with you.

The vacancy in the office of VP was not caused by a death, not caused by a resignation, not caused by an inability to serve.

The vacancy in the office of VP was caused by a rule-of-succession, a parliamentary rule.

But, hey, that's just Noah Webster's spin.

Robert's Rules of Order has no applicability where a bylaw is already in place. Under Robert's Rules of Order, no president appoints any officer or fills any vacancy.

Since you've got yourself a customized rule, then someone will have to interpret that rule, and apply that rule. You've jumped outside the system, so no Robertian interpretation will be possible.

[David A Foulkes]

..... and the vacancy immediately occurs in the office of vice-president, or of the highest numbered vice president if more than one exists.

Don't you mean the lowest numbered vice president here?

[Guest Luke W]

Don't you mean the lowest numbered vice president here?

It depends on your point of view.

If you have 1st, 2nd, and 3rd vice presidents the vacancy is for the 3rd VP.

Highest numbered but lowest "ranking".

[Gary Novosielski]

Don't you mean the lowest numbered vice president here?

No. See Luke W's post.

[David A Foulkes]

No. See Luke W's post.

Smart he is, this one. I "read" highest ranking. Ooops.

[Gary Novosielski]

The vacancy in the office of VP was not caused by a death, not caused by a resignation, not caused by an inability to serve.

The vacancy in the office of VP was caused by a rule-of-succession, a parliamentary rule.

I respectfully disagree.

The bylaws do not say "by the death of the member"; they say "by the death of a member". The vacancy was caused by the death of a member, viz. the president. The rule was not the cause of the vacancy because it was (presumably) not the cause of death. The rule is used only to determine the location of the vacancy.

And the rule is RONR, not a custom rule in the OP's bylaws, so we have a clear idea what it means. When the president dies, it causes a vacancy in the vice presidency.

And the bylaws are crystal clear from there on. (Well, almost. I won't seek to know what happens if one or both of the Pres. or VP are not members.)

[Kim Goldsworthy]

I respectfully disagree.

The bylaws do not say "by the death of the member"; they say "by the death of a member". The vacancy was caused by the death of a member, viz. the president. The rule was not the cause of the vacancy because it was (presumably) not the cause of death. The rule is used only to determine the location of the vacancy.

I don't think any organization would adopt a rule which is self-referential, i.e., that the party who is no longer in office is the same party who fills the vacancy.

The written rule being:

"The President of the Board shall have the power to appoint a member to fill any vacancy caused by the death, resignation or inability of a member to serve."

Therefore?

"The President of the Board shall have the power to appoint a member to fill any vacancy caused by the death, resignation or inability of a President to serve."

I don't think so.

If you want the rule to be triggered, then you must read the rule as implying the "death" in the rule refers to the "member" involved with the vacancy, not just any old death of any old member, somewhere in the chain of events.

Example:

In a different organization, a newsletter editor dies. As a result, the spouse, who is a vice president, resigns.

Q. What was the cause of the vacancy in (a.) the position of newsletter editor? (b.) the position of vice president?

Using your logic ("The bylaws do not say "by the death of the member"; they say "by the death of a member"), the vacancy in the position of vice president was caused by a death.

But that is one-step away from being accurate -- a death of a newsletter editor caused a vacancy; a resignation of a vice president caused the vacancy in the position of vice president. -- Thus, it is NOT the case that "the death of the newsletter editor CAUSED the vacancy in the office of vice president."

It is a well known logical error: "Post hoc; ergo propter hoc." (After this, therefore because of this.)

Here, "A death, then a vacancy; therefore the death caused the vacancy."

(No. That is an error in logic. The death of the newsletter editor actually did NOT cause the vacancy in office of vice president. Death was a MOTIVATION, but not a CAUSE, of the VP leaving office.)

[Josh Martin]

I also believe, according to Roberts, the right to elect or appoint is equal to the authority to remove or fill vacancies.

Unless the Bylaws state otherwise, yes.

Since the president and vice president are elected by the alumni association shouldn't the filling of the vacancy in the office of vice president be filled by the Board or at least approved by the Board?

I don't follow your logic. Per your own statement (which I agree with), "according to Roberts, the right to elect or appoint is equal to the authority to remove or fill vacancies." If the association (the general membership) has the authority to elect, then it has the power to fill the vacancy unless the Bylaws state otherwise. I don't see where the Board enters into it.

Article VIII, Section f of our bylaws read: "The President of the Board shall have the power to appoint a member to fill any vacancy caused by the death, resignation or inability of a member to serve. Such appointee shall serve until the next election."

It is up to your organization to interpret its own Bylaws. See RONR, 10th ed., pgs. 570-573 for some Principles of Interpretation. In the future, I suggest amending the Bylaws by striking everything from "caused" to the first instance of the word "serve" so you don't have to argue about this anymore. The phrase "any vacancy" will be much clearer.

I believe the Board must vote to fill the position of vice president since our bylawys do provide for accension beyond the office of president.

I still don't see where the Board comes into this. So far as RONR is concerned, the same body which elects the position fills the vacancy, and per your own statement, that's the general membership. Your Bylaws give the President the authority to fill vacancies, but you question whether the provision applies in this case. It seems to me either the President fills the vacancy (per the Bylaws) or the provision does not apply and the general membership fills the vacancy (per RONR). From the facts provided, there is nothing in your Bylaws or RONR which suggests the Board fills the vacancy.

How should this be done?

You may raise a Point of Order at the next meeting that you believe the President's appointment is null and void, and you should state why. The President will rule on your point (most likely, he will rule it not well taken). You may then Appeal from the President's decision. A majority vote is required to overturn his ruling.

[hmtcastle]

You may raise a Point of Order at the next meeting that you believe the President's appointment is null and void, and you should state why. The President will rule on your point (most likely, he will rule it not well taken). You may then Appeal from the President's decision. A majority vote is required to overturn his ruling.

The question, briefly, is whether the death of the president caused the vacancy in the office of vice-president. Mr. Novosielski (and perhaps Mr. Wynn) thinks that it did. Mr. Goldsworthy and Mr. Martin disagree. I'm tending to agree with Mr. Novosielski but the point, as Mr. Martin indicated, is that this is up to the members of the organization, not anyone here. Though I think we've provided evidence of ambiguity (and that should count for something!).

[Josh Martin]

The question, briefly, is whether the death of the president caused the vacancy in the office of vice-president. Mr. Novosielski thinks that it did. Mr. Goldsworthy and Mr. Martin disagree.

I wasn't aware I had provided an opinion on the matter. I tried to refrain from doing so. (For what it's worth, I agree with Mr. Novosielski, but it's not my call.) Other than providing the process for resolving the dispute, I only weighed in on the idea that the board would fill the vacancy, as there are no facts or rules to support such an idea.

[hmtcastle]

I wasn't aware I had provided an opinion on the matter. I tried to avoid from doing so. (For what it's worth, I agree with Mr. Novosielski, but it's not my call.)

I stand corrected (and hope I didn't mischaracterize anyone else's position!).

[Gary Novosielski]

I don't think any organization would adopt a rule which is self-referential, i.e., that the party who is no longer in office is the same party who fills the vacancy.

The written rule being:

"The President of the Board shall have the power to appoint a member to fill any vacancy caused by the death, resignation or inability of a member to serve."

Therefore?

"The President of the Board shall have the power to appoint a member to fill any vacancy caused by the death, resignation or inability of a President to serve."

I don't think so.

If you want the rule to be triggered, then you must read the rule as implying the "death" in the rule refers to the "member" involved with the vacancy, not just any old death of any old member, somewhere in the chain of events.

Example:

In a different organization, a newsletter editor dies. As a result, the spouse, who is a vice president, resigns.

Q. What was the cause of the vacancy in (a.) the position of newsletter editor? (b.) the position of vice president?

Using your logic ("The bylaws do not say "by the death of the member"; they say "by the death of a member"), the vacancy in the position of vice president was caused by a death.

But that is one-step away from being accurate -- a death of a newsletter editor caused a vacancy; a resignation of a vice president caused the vacancy in the position of vice president. -- Thus, it is NOT the case that "the death of the newsletter editor CAUSED the vacancy in the office of vice president."

It is a well known logical error: "Post hoc; ergo propter hoc." (After this, therefore because of this.)

Here, "A death, then a vacancy; therefore the death caused the vacancy."

(No. That is an error in logic. The death of the newsletter editor actually did NOT cause the vacancy in office of vice president. Death was a MOTIVATION, but not a CAUSE, of the VP leaving office.)

Well, in the case you made up, where you misapplied my argument, true. In the actual case, where I properly applied my argument, not so much. It's the well-known and equally erroneous "straw man" argument. I am not arguing what you said I was, your example involved no succession, and there is no rule in RONR that the VP succeeds to the position of newsletter editor. Aside from all the major differences, it was precisely the same, though.

Back to the actual case:

The vacancy was directly caused by the death of the president because dead people cannot serve, and because of the succession rule in RONR. As soon as the president died, the vacancy was created in the office of vice president, not merely after it (it was all but simultaneous), but as a direct result of it, according to the succession rule in RONR. Propter hoc, ergo propter hoc, if you like.

There was no resignation in this real case. As soon as the president died the vice president became president. There was never any interval of time when there was a vacancy in the office of president. The vice president did not resign upon hearing of the death of the president. He became president immediately and involuntarily, leaving a vacancy--one that occurred as the result of a direct chain of causation beginning with the death of the president.

We'll just have to leave it there. With all the genuinely bad bylaws out there, I cannot fathom looking at that perfectly clear (for a change) sentence and believing that the (living) president cannot fill "all" vacancies. The bylaws are refreshingly clear, RONR is crystal clear, and I'm through looking for trouble on this simple question, when none exists.

[Guest Nancy N.]

Everybody ought to take a deep breath and step back. Chris H (unsurprisingly; post #3) said it as far as this, the Robert's Rules Website Forum (RONR MB), the world's premier ("premiere"?) Internet parliamentarian forum, should be concerned. We shoulda recommended that Guest_nriversiii_*, the original poster, and everyone else interested, haul over to the bylaws discussion forum that Mr Foulkes especialy likes (cause it has his picture on the front somehow), bylawsandsuch.lefora.com .

That's because this devolves to asking which nitpicking we like better, if we're gonna go there, which ... c'mon, life's too short. Looking at the quotation literally, we can say, Ha! This specified list of reasons for vacating an office dopily does not include automatic succession by the VP to the presidency. But then we have, Aha! Loophole! -- The bylaws dopily do not say which member's death, resignation, or inability it's about! Why do people with OCD gravitate towards parliamentary forums? (Because they tolerate us! As kindred spirits!)

Granting, then, as Chris pointed out so many posts ago, that this is a bylaws-interpretation call. And recognizing that the North-American-overnight crew (used to call us "Officers," but we foolishly registered in Wisconsin, so now we got no benefits) on the world's premier Internet parliamentary forum gets extra slack, I'll say, look. Cut the nitpicking, and then look at the bylaw. It's not much of a stretch to look at that list of reasons for vacancies as not an intentionally specifically exclusive list, but a bunch of pompously-offered examples. (OK, they were idiots to go ahead and list some.)

Equally, the passage, though not explicitly, clearly refers to the specific office, not any other office which might be affected -- even if demonstrably causally (such as by widow's grief -- Kim, for pity's sakes c'mon!!). It's not explicit, sure, Gary, but it's intrinsic.

So what we're left with is that the bylaws say that the new president, very recently the vice-president, appoints someone to the new vacancy in the vice-presidency.

N. B. So I'm mostly agreeing with Gary here. And I support Josh's objection (Post 15) to Mr Mt's characterization of his position (Post 14): Josh was clearly taking pains, and satisfactorily, not to weigh in on the question of the cause of the vacancy, either way.