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Overturning a Board


Guest Stephenie

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Can a group of members (who have just attended enough meetings to be eligible to vote) come in and vote off 1/2 the board and then run for the positions?

Were their terms completed? Then yes. It's called electing new Board members and is democratic and totally legit according to RONR. Otherwise, did they follow the removal process as described in the By-laws or applicable statute?

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No the terms were not completed. There is talk that they are asking people to attend the amount of meetings required in order to be eligible to vote, at which time they are planning to vote off the Pres, Sec, Treasurer, and 6 out of the 9 directors.

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No the terms were not completed. There is talk that they are asking people to attend the amount of meetings required in order to be eligible to vote, at which time they are planning to vote off the Pres, Sec, Treasurer, and 6 out of the 9 directors.

Regarding 'voting off' elected officers in the middle of their terms, this may or may not be possible, depending on how the term of office is defined. Take a look at FAQ #20, and see if the distinction is clear. Necessary vote margins are also described in the FAQ.

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The by-laws state " Executive members will be selected at AGM's by secret ballot if a vote is necessary, and hold office for one year.

another by-law is

A member of the Executive may be expelled by unanimous vote of a quorum of the remaining members.

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The by-laws state " Executive members will be selected at AGM's by secret ballot if a vote is necessary, and hold office for one year.

another by-law is

A member of the Executive may be expelled by unanimous vote of a quorum of the remaining members.

The 'remaining members' of what? Is your organization interpreting this to mean that the general membership can expel board members?

On the other hand, if the bylaw deals with the 'remaining members' of the Executive, I'm not sure what the concern is with people attending meetings (of the general membership?) in order to be able to vote on the removal... ?

The only thing I'm sure of is that your bylaws supersede what is said in RONR about removal. If the term of office does not include the 'or until successors are elected' phrase that is described in FAQ #20, then the general membership can't vote out the officers under the rules in RONR. Whether your specific bylaw about removal gives the general membership that right is not clear from what you have said thus far.

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The by-laws state " Executive members will be selected at AGM's by secret ballot if a vote is necessary, and hold office for one year.

another by-law is

A member of the Executive may be expelled by unanimous vote of a quorum of the remaining members.

You also will need to figure out what "unanimous vote of a quorum of the remaining members" means. I doubt that any of the experts posting here (or any aspiring parliamentary experts, like me) could help you with that (you might want to see if the musketeers at the nearby friendly bylaws-discussion forum could help deciphering it -- you might be able to link by clicking on something in David Foulkes' popst, #9 above, with the picture of Cary Grant, or maybe it's a cat).

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You also will need to figure out what "unanimous vote of a quorum of the remaining members" means. I doubt that any of the experts posting here (or any aspiring parliamentary experts, like me) could help you with that (you might want to see if the musketeers at the nearby friendly bylaws-discussion forum could help deciphering it -- you might be able to link by clicking on something in David Foulkes' popst, #9 above, with the picture of Cary Grant, or maybe it's a cat).

"Unanimous vote of a quorum of remaining members" sounds like the remaining members of the Board to me. But ultimately it is up the organization to decide.

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