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Guest Taylor

In our by-laws it states" the officers of the Corporation shall be elected by the voting membership at the regular annual meeting of the Corporation. New offices may be created and filled at any meeting of the Board of Directors. Each officer shall hold office until his successor shall have been duly elected and shall have been qualified." In our policy and procedures it states, "Officer elections shall be held at the annual meeting of the corporation. Voting members shall be deemed to be any member in good standing and in attendance that has paid their dues at least 30 days prior to an election, or in the previous calendar year."

Do we follow what is written in both our by-laws and our policy and procedures?

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In our by-laws it states" the officers of the Corporation shall be elected by the voting membership at the regular annual meeting of the Corporation. New offices may be created and filled at any meeting of the Board of Directors. Each officer shall hold office until his successor shall have been duly elected and shall have been qualified." In our policy and procedures it states, "Officer elections shall be held at the annual meeting of the corporation. Voting members shall be deemed to be any member in good standing and in attendance that has paid their dues at least 30 days prior to an election, or in the previous calendar year."

Do we follow what is written in both our by-laws and our policy and procedures?

Yes, you follow both the bylaws and the "policy and procedures," which are supplemental rules in two categories based on the nature of the rule and the votes required to adopt/amend/repeal/suspend them, and called in Robert's Rules of Order Newly Revised (RONR) either Special Rules of Order (procedural) or Standing Rules (policy). If there is a conflict, bylaws supersede special rules of order, which supersede your parliamentary authority (e.g., RONR).

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In our by-laws it states" the officers of the Corporation shall be elected by the voting membership at the regular annual meeting of the Corporation. New offices may be created and filled at any meeting of the Board of Directors. Each officer shall hold office until his successor shall have been duly elected and shall have been qualified." In our policy and procedures it states, "Officer elections shall be held at the annual meeting of the corporation. Voting members shall be deemed to be any member in good standing and in attendance that has paid their dues at least 30 days prior to an election, or in the previous calendar year."

Do we follow what is written in both our by-laws and our policy and procedures?

I might be missing something, but I don't see as there as any troubling conflict between the bylaws and policies & procedures as regards the election of officers. So, I'm not sure why you ask the question, but Mr. McClintock has answered that nonetheless.

What does trouble me is the apparent ability of the Board, at any of its regular meetings, to create new offices. At first read, I take "offices" to mean such things as 2nd Vice President, Corresponding Secretary, and so on, but perhaps it has another meaning to your organization. In the former case, this should typical require an amendment to the bylaws, handled according to the procedures and requirements within them to do so. This typically is not something left to the Board, but reserved for the full membership to manage. Giving the Board the authority to create and fill new offices at their meetings would seem to deprive the membership of their ability to elect those new officers at the annual meetings. Just something to consider in regards to the larger election questions you raise.

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I might be missing something, but I don't see as there as any troubling conflict between the bylaws and policies & procedures as regards the election of officers.

My guess is that the OP has concerns about how the policies document restricts the voting rights of its members to those who have paid their dues (the point being that such a restriction ought to be in the bylaws). (see p. 393 l. 27 - p. 394 l. 4)

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My guess is that the OP has concerns about how the policies document restricts the voting rights of its members to those who have paid their dues (the point being that such a restriction ought to be in the bylaws). (see p. 393 l. 27 - p. 394 l. 4)

Your citation is appropriate, but I hate to guess at what is troubling the OP. The question ("do we follow.....") was straightforward and deserved the straightforward answer as provide by Paul's first word. I'm just unsure of why there would be any question as to following the rules at all, and since no conflict between them was raised by the OP, nor any regarding voter rights, I hesitate to ass-u-me.wink.gif Perhaps Taylor will break through the Guardian at the Door and illuminate us.

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In our by-laws it states" the officers of the Corporation shall be elected by the voting membership at the regular annual meeting of the Corporation. New offices may be created and filled at any meeting of the Board of Directors. Each officer shall hold office until his successor shall have been duly elected and shall have been qualified." In our policy and procedures it states, "Officer elections shall be held at the annual meeting of the corporation. Voting members shall be deemed to be any member in good standing and in attendance that has paid their dues at least 30 days prior to an election, or in the previous calendar year."

Do we follow what is written in both our by-laws and our policy and procedures?

You should absolutely follow what is in your Bylaws. Of the quoted part of your Policies and Procedures, the first sentence just repeats what also appears in your Bylaws, and the second half is invalid, as restrictions on voting must be in the Bylaws.

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