Resignation Vote Validity

[Guest Guest_Harried]

One of five board members gave advance notice of resignation, effective today. Member attended today's meeting and participated in voting on a replacement. Is this a valid vote? I can find nothing in our By-Laws nor RONR formum questions that deal with this.

[Rev Ed]

Firstly, was the resignation accepted? If not, then there was no vacancy to fill. If yes, then the member cannot do so if the vote to fill the vacancy occurred after the resignation was accepted. If the vote occurred before the resignation was accepted then it would be null and void unless a motion was made to accept the resignation and fill the vacancy in one go - for example, "That Member A's resignation be accepted and that Member K be appointed to fill the vacancy." A resigning member could vote on the motion to resign as the member would still be a member at that point.

[Gary Novosielski]

I have considered the possibility of someone submitting his resignation "effective upon the naming of my successor", with the intent of being able to participate in the selection process.

I don't think it would violate any rule in RONR, as long as a motion to select someone (without actually appointing them quite yet) could be crafted.

[Guest Guest]

Unless his one vote could have affected the outcome, it's valid regardless.

[Gary c Tesser]

Firstly, was the resignation accepted? ...

R. Ed, that's a good question. Guest Guest Harried, was, indeed, the resignation accepted?

R. Ed, what about the first footnote on p. 654?

[Rev Ed]

R. Ed, what about the first footnote on p. 654?

If the entire Board is present at the meeting, then notice would be pointless as everyone is there and can vote if they choose. However, we do not know if the resignation was submitted prior to the meeting. If so, the Board would know that a vote to accept the resignation would be made at the meeting and thus notice is given that there may be a vacancy at the meeting and as such a vote to fill the vacancy could occur. It's easy to assume that people don't know things, but it seems obvious that a resignation would likely lead to a vacancy.

[SaintCad]

I asked this question in another thread and it was never answered. We all know of cases where a group of members resign en masse and leave the assembly leaving it without a quorum. Without a quorum, there is a Catch-22 in that the members will not return to make a quorum so that the body can never accept their resignation so they are always members so there will never be a quorum ... . However, I was reading up on Request to be Excused from Duty and it seems that there is nothing to prevent a member from resigning as a member and that Request is more for someone that wants to leave an office yet maintain membership in the body. So if let say 5 people resign from being on a board of 9, does that mean that the Board now has 4 members until vacancies are filled and that the resignations do not have to be accepted since they are quitting being members of the Board? If not, how does the Board do any work (like accepting resignations) without a quorum?

Back to the OP and the responses asking if the resignation was accepted. Does it have to be accepted if he's leaving the Board and not just an office?

[Gary Novosielski]

I'd say it's a request in either case. Whether one is resigning from an office, from a board, from a committee position, or from membership, it amounts to a request to be freed from the duties associated with that position.

But I do have an interesting (to me, at least) thought:

Presuming that board of nine--since accepting the resignation of the five members would lower the quorum threshold from 5 to 3, I suggest that this can be reasonably considered an action "to obtain a quorum." In §40, under PROCEEDINGS IN THE ABSENCE OF A QUORUM, we read:

"Even in the absence of a quorum, the assembly may fix the time to which to adjourn (22), adjourn (21), recess (20), or

take measures to obtain a quorum

."

[emphasis added]

In the next paragraph:

"A motion that absent members be contacted during a recess would represent a measure to obtain a quorum."

I would suggest that if we can contact them to convince them to attend, then simply granting their earlier requests without contacting them would also "represent a measure to obtain a quorum."

I haven't seen this suggested anywhere before, but it seems to me a very slight stretch, and if it means the difference between the life and death of a society, I'd be tempted to give it a try.

[SaintCad]

Would it be appropriate in a case where a block of members resign and leave that since a quorum was present after the resignation but before they walked out, that the resignations were accepted by unanimous consent thereby eliminating the need for a vote? Other than that, I like your idea that accepting the resignations would be considered a measure to obtain a quorum, especially considering that under RONR the presumption is that the resignation should be accepted.

[Guest Edgar]

Whether one is resigning from an office, from a board, from a committee position, or from membership, it amounts to a request to be freed from the duties associated with that position.

And just which duties are associated with the position of general member?

[Gary Novosielski]

And just which duties are associated with the position of general member?

It depends ion the bylaws:

Occasionally the bylaws of a society may impose specific duties on members beyond the mere payment of dues. Members may be obligated to attend a certain number of meetings, to prepare talks or papers, to serve on committees, or even to accept office if elected. In these cases, a member cannot, as a matter of right, decline such a duty or demand that he or she be excused from it, but the assembly—except as the bylaws may provide otherwise—can grant the member’s request to be so excused. The request can be granted by unanimous consent, or a motion to grant it, which is debatable and amendable, can be offered.

[Gary Novosielski]

Someone here recently suggested that in that case, an alert chair, upon hearing the shouted resignations, and before the members had departed, would quickly say, "Is there objection? ...pause... The chair hears none, and the resignations are accepted."

All of this underscores the importance of having quorum requirements that are expressed as a percentage, or defaulted to a majority, so that the group does not get stuck with the task of achieving an impossible fixed number.

[Gary c Tesser]

Someone here recently suggested that in that case, an alert chair, upon hearing the shouted resignations, and before the members had departed, would quickly say, "Is there objection? ...pause... The chair hears none, and the resignations are accepted."

All of this underscores the importance of having quorum requirements that are expressed as a percentage, or defaulted to a majority, so that the group does not get stuck with the task of achieving an impossible fixed number.

GPN, this is in response to Saint Cad's post #9, yes? (I wish you would specify, with an opening paraphrase, or hitting quote, or somehow. Not just you....)

Yes, I thought that suggestion for the alert chair was rather brilliant; I in fact was remembering as your own idea.

Anyone?

[Trina]

GPN, this is in response to Saint Cad's post #9, yes? (I wish you would specify, with an opening paraphrase, or hitting quote, or somehow. Not just you....)

Yes, I thought that suggestion for the alert chair was rather brilliant; I in fact was remembering as your own idea.

Anyone?

It was Mr. Martin's suggestion:

toward the end of post #23

[Gary Novosielski]

GPN, this is in response to Saint Cad's post #9, yes? (I wish you would specify, with an opening paraphrase, or hitting quote, or somehow. Not just you....)

Yes, I thought that suggestion for the alert chair was rather brilliant; I in fact was remembering as your own idea.

Anyone?

Not mine. (And you're right that my post could well have used a quote.) Trina has correctly pegged Mr. Martin as the source.

[Guest Nancy N.]

What is is about 4:30 AM and you people?

(4)

[Trina]

Yes, what is it about 4:30 AM ??

[Sean Hunt]

Firstly, was the resignation accepted? If not, then there was no vacancy to fill. If yes, then the member cannot do so if the vote to fill the vacancy occurred after the resignation was accepted. If the vote occurred before the resignation was accepted then it would be null and void unless a motion was made to accept the resignation and fill the vacancy in one go - for example, "That Member A's resignation be accepted and that Member K be appointed to fill the vacancy." A resigning member could vote on the motion to resign as the member would still be a member at that point.

I've heard it voiced, and I tend to agree, that a motion to fill a vacancy should implicitly be considered to accept the resignation needed to create the vacancy, if it is reasonably clear to everyone present that the resignation was to be accepted and the vacancy to be filled was the one just resigned---similarly to how a motion conflicting with a standing rule can be deemed to amend the rule to insert an exception, if the vote could have amended the rule.

It's an interesting question, however, as to whether this should apply even if a notice requirement was violated. My intuition is no, since RONR prescribes that if a motion violates a rule in part, it is null and void in whole.

[Josh Martin]

I've heard it voiced, and I tend to agree, that a motion to fill a vacancy should implicitly be considered to accept the resignation needed to create the vacancy, if it is reasonably clear to everyone present that the resignation was to be accepted and the vacancy to be filled was the one just resigned---similarly to how a motion conflicting with a standing rule can be deemed to amend the rule to insert an exception, if the vote could have amended the rule.

It's an interesting question, however, as to whether this should apply even if a notice requirement was violated. My intuition is no, since RONR prescribes that if a motion violates a rule in part, it is null and void in whole.

I concur with Mr. Hunt that filling a vacancy means the assembly has, in effect, accepted the resignation. It's rather sloppy procedure, but it is valid nonetheless. I also concur that the motion is void if previous notice has not been provided of the election to fill the vacancy. Since the one member's vote likely did not affect the result, the question of notice is the central issue here.