Guest Robert Posted July 18, 2012 at 07:45 PM Report Share Posted July 18, 2012 at 07:45 PM Hello all,I've been rummaging through my Roberts Rules and cannot find an answer to the following ...We have an executive board position that no qualified member is going to run for. In this context "qualified" means, meets the eligibility criteria set down in the by-laws. The previous holder of the office is moving to another state a few days after the election, so he cannot fufill the duties of the office. What happens on/after election day?Our applicable by-laws ... you must be voting member in order to be nominated for executive board position. The by-laws have no stipulation on what occurs when no one is nominated for an executive board position.I've tried looking in the sections of Roberts Rules regarding nominations and elections, but nothing seems to directly address the issue of having a seat on the executive board that gets vacated with no one running for the office as a replacement. Can the President appoint someone? Does this person, as an appointee have to meet the same eligibility requirement as nominee? What if there is noone eligible for office who will accept the office?Thanks in advance for your assistance. Link to comment Share on other sites More sharing options...
jstackpo Posted July 18, 2012 at 07:57 PM Report Share Posted July 18, 2012 at 07:57 PM If your eligibility threshold is too "high", about all you can do is amend the bylaws to lower it a tad. Meanwhile you'll just have to limp along one brick short of a load. But if the eligibility requirement is (only) to be a "voting member" are you sure the nominating committee can't beat the bushes a bit harder? Link to comment Share on other sites More sharing options...
Guest Edgar Posted July 18, 2012 at 07:58 PM Report Share Posted July 18, 2012 at 07:58 PM Can the President appoint someone? Does this person, as an appointee have to meet the same eligibility requirement as nominee? What if there is no one eligible for office who will accept the office?1. No. (Or, probably not.)2. Yes. But see #1.3. The office remains vacant. Link to comment Share on other sites More sharing options...
Guest Robert Posted July 18, 2012 at 08:01 PM Report Share Posted July 18, 2012 at 08:01 PM The only requirement to be a voting member is attend 6 of the 12 monthly meetings.The office is Treasurer, so leaving it vacant might really create some troubles. Link to comment Share on other sites More sharing options...
Sean Hunt Posted July 18, 2012 at 08:03 PM Report Share Posted July 18, 2012 at 08:03 PM Hello all,I've been rummaging through my Roberts Rules and cannot find an answer to the following ...We have an executive board position that no qualified member is going to run for. In this context "qualified" means, meets the eligibility criteria set down in the by-laws. The previous holder of the office is moving to another state a few days after the election, so he cannot fufill the duties of the office. What happens on/after election day?The election should be put before the assembly. The assembly must then nominate and elect someone, or decide to postpone the decision to the next meeting, and the office would go vacant until then when it will come up for election again and so on until someone is actually elected. That may not happen, though, as a group of people and a carefully-placed can be quite convincing.Our applicable by-laws ... you must be voting member in order to be nominated for executive board position. The by-laws have no stipulation on what occurs when no one is nominated for an executive board position.I've tried looking in the sections of Roberts Rules regarding nominations and elections, but nothing seems to directly address the issue of having a seat on the executive board that gets vacated with no one running for the office as a replacement. Can the President appoint someone? Does this person, as an appointee have to meet the same eligibility requirement as nominee? What if there is noone eligible for office who will accept the office?If the bylaws provide the Board with full power over the affairs of the society except during a GM, then the Board has the power to appoint a replacement, but the President does not have that power. Otherwise, only the full assembly of the society may fill a vacancy. Either way, the replacement must satisfy the normal requirements for the position. Link to comment Share on other sites More sharing options...
Guest Edgar Posted July 18, 2012 at 08:08 PM Report Share Posted July 18, 2012 at 08:08 PM The office is Treasurer, so leaving it vacant might really create some troubles.Then perhaps you should be willing to be treasurer. Link to comment Share on other sites More sharing options...
jstackpo Posted July 18, 2012 at 08:09 PM Report Share Posted July 18, 2012 at 08:09 PM If the bylaws provide the Board with full power over the affairs of the society except during a GM, then the Board has the power to appoint a replacement, ...And you will find this rule (newly articulated in the 11th edition of RONR) on p. 467. See ancillary rules on p. 575 & 578.Whether this rule applies to your association will be up to you to determine, collectively, after study of your bylaws. Link to comment Share on other sites More sharing options...
Guest Edgar Posted July 18, 2012 at 08:27 PM Report Share Posted July 18, 2012 at 08:27 PM If the bylaws provide the Board with full power over the affairs of the society except during a GM, then the Board has the power to appoint a replacement . . .That's a handy rule but if no one is willing to serve then it's pretty irrelevant. Link to comment Share on other sites More sharing options...
jstackpo Posted July 18, 2012 at 08:47 PM Report Share Posted July 18, 2012 at 08:47 PM Well, at least the Board can solicit people rather than waiting for volunteers. Link to comment Share on other sites More sharing options...
Guest Edgar Posted July 18, 2012 at 08:56 PM Report Share Posted July 18, 2012 at 08:56 PM Well, at least the Board can solicit people rather than waiting for volunteers.I'm not sure what that means other than that the board can ask people who don't want to serve rather than wait for people who do. But then any member can do that. It's called "nominating".And let's remember that (at least as I understand it) the election is yet to take place. So any talk of the board acting seems a bit premature. Link to comment Share on other sites More sharing options...
Gary c Tesser Posted July 19, 2012 at 08:34 AM Report Share Posted July 19, 2012 at 08:34 AM [snip] That may not happen, though, as a group of people and a carefully-placed can be quite convincing.... and a carefully-placed what, Sean??If the bylaws provide the Board with full power over the affairs of the society except during a GM, then the Board has the power to appoint a replacement, but the President does not have that power. Otherwise, only the full assembly of the society may fill a vacancy. Either way, the replacement must satisfy the normal requirements for the position.I don't think this applies to an incomplete election, which is what we have here. I don't think this is said explicitly, but I (and others) take "vacancy" to apply to a position that had been occupied.But of course I have no rebuttal to the statement that, in plain English, a position that is not occupied is vacant. Link to comment Share on other sites More sharing options...
Trina Posted July 19, 2012 at 11:00 AM Report Share Posted July 19, 2012 at 11:00 AM And you will find this rule (newly articulated in the 11th edition of RONR) on p. 467. See ancillary rules on p. 575 & 578.Whether this rule applies to your association will be up to you to determine, collectively, after study of your bylaws.Yes, but... the rule on p. 467 is about filling vacancies. I believe that Guest_Robert is describing an (anticipated) incomplete election -- the office of treasurer is coming up for election, and no one is expected to run or volunteer, if I understand his description.edit: I see Mr. Tesser already raised the same concern. Link to comment Share on other sites More sharing options...
David A Foulkes Posted July 19, 2012 at 11:01 AM Report Share Posted July 19, 2012 at 11:01 AM Q. Is there anyone at all in your organization who is willing to be Treasurer (and who would be a good choice, although that isn't necessarily a requirement) although they aren't eligible to be nominated (that's what your bylaw restriction is about, right)?A. Let's say yes.So, what is the obstacle?If Mr. Right must be a "voting member" in order to be "nominated" (per your bylaws), and he isn't a voting member, then write-in voting seems the way to go (no nomination necessary).If he needs to attend one more meeting (6 of 12) maybe, then postpone the election one more meeting, then nominate him.If he's really a good candidate, but needs to attend 3-4 more meetings to be "qualified", then have some other qualified member agree to take the office, then shortly after resign, then let the vacancy-filling procedures in your bylaws (you do have some, right?) kick in and you can put Mr. Right in the position (no nomination necessary hopefully).If necessary, and time allows, amend the bylaws to make it so Mr. Right can be nominated at the next election.Finally, convince your current treasurer to resign NOW and then fill the vacancy with someone who otherwise would not be able to be nominated at the election, like Mr. Right. They take over the office NOW, and (we can only hope your term of office is phrased correctly) stays in office after the election when no other nominee is forthcoming. Link to comment Share on other sites More sharing options...
Trina Posted July 19, 2012 at 11:10 AM Report Share Posted July 19, 2012 at 11:10 AM The only requirement to be a voting member is attend 6 of the 12 monthly meetings.The office is Treasurer, so leaving it vacant might really create some troubles.If this clause is leading to zero available candidates, perhaps the organization should consider amending the bylaws. Or are there no potential treasurers among you who have perhaps attended only 4 or 5 of the last 12 meetings? Link to comment Share on other sites More sharing options...
Guest Robert Posted July 19, 2012 at 07:16 PM Report Share Posted July 19, 2012 at 07:16 PM Then perhaps you should be willing to be treasurer.I'm the President so that wouldn't work. Link to comment Share on other sites More sharing options...
Guest Robert Posted July 19, 2012 at 07:25 PM Report Share Posted July 19, 2012 at 07:25 PM Q. Is there anyone at all in your organization who is willing to be Treasurer (and who would be a good choice, although that isn't necessarily a requirement) although they aren't eligible to be nominated (that's what your bylaw restriction is about, right)?A. Let's say yes.So, what is the obstacle?If Mr. Right must be a "voting member" in order to be "nominated" (per your bylaws), and he isn't a voting member, then write-in voting seems the way to go (no nomination necessary).If he needs to attend one more meeting (6 of 12) maybe, then postpone the election one more meeting, then nominate him.If he's really a good candidate, but needs to attend 3-4 more meetings to be "qualified", then have some other qualified member agree to take the office, then shortly after resign, then let the vacancy-filling procedures in your bylaws (you do have some, right?) kick in and you can put Mr. Right in the position (no nomination necessary hopefully).If necessary, and time allows, amend the bylaws to make it so Mr. Right can be nominated at the next election.Finally, convince your current treasurer to resign NOW and then fill the vacancy with someone who otherwise would not be able to be nominated at the election, like Mr. Right. They take over the office NOW, and (we can only hope your term of office is phrased correctly) stays in office after the election when no other nominee is forthcoming.The problem here is that there are several members who are eligible for the position of Treasurer but they cannot (conflict of interest) or will not seek the office. There is always the chance that someone rides to the rescue at the last minute, but we want to be prepared for what would happen if no one does.If I am reading the pulse of the room correctly here, the position would remain vacant until such a time as someone is eligible and willing to seek the office. The duties of the office would then fall to the executive board as a whole to execute until the office is filled, correct? Link to comment Share on other sites More sharing options...
Guest Edgar Posted July 19, 2012 at 08:03 PM Report Share Posted July 19, 2012 at 08:03 PM The duties of the office would then fall to the executive board as a whole to execute until the office is filled, correct?Not necessarily. If, for example, your bylaws say that the treasurer must sign all checks, I think you might be stuck. And while it might not be ideal for the same person to serve as both president and treasurer, it may be better than having no treasurer at all. And if anyone thinks it's a bad idea then they should be willing to be treasurer.And note that other, less problematic, combinations are possible such as the secretary or vice-president.also serving as treasurer.This is usually the point in the discussion where someone will mention that if no one is willing to serve it may be time to think about dissolving the organization. Link to comment Share on other sites More sharing options...
Gary c Tesser Posted July 19, 2012 at 08:09 PM Report Share Posted July 19, 2012 at 08:09 PM Edgar, on 18 July 2012 - 04:08 PM, said:Then perhaps you should be willing to be treasurer.I'm the President so that wouldn't work. See p. 440: why wouldn't it work?Are you sure that you have conflict-of-interest rules that absolutely prohibit these people from serving as treasurer?The duties of the office would then fall to the executive board as a whole to execute until the office is filled, correct? I don't think that's what RONR says. Do your rules say that? Link to comment Share on other sites More sharing options...
Guest Robert Posted July 19, 2012 at 08:29 PM Report Share Posted July 19, 2012 at 08:29 PM I thought Roberts Rules states that although a person isn't prevented from running for multiple offices on an executive board, they cannot hold multiples. I don't have my copy with me at work, but I seem to recall reading that.More importantly, the President already can sign checks so that's not an issue (in fact, our recording secretary and corresponding secretary can also be granted authority to sign checks also).Our By-Laws specifiy that any Executive Board member may be called on to perform any other executive board member's duties, so I'm reading that as giving the executive board the authority to act on the Treasurer's duties since there wouldn't be a Treasurer. Link to comment Share on other sites More sharing options...
jstackpo Posted July 19, 2012 at 08:53 PM Report Share Posted July 19, 2012 at 08:53 PM On the first paragraph: I fear your recollection is a bit faulty. (Happens to all of us with time...)Second paragraph: so why DO you need a TreasurerThird: Well, technically "The Board" cannot do the treasurer's job, but the Board could assign a board member to do the job. And lookie, lookie, hey presto! you just got someone to take the Treasurer's job! Problem solved. Link to comment Share on other sites More sharing options...
Guest Edgar Posted July 19, 2012 at 08:55 PM Report Share Posted July 19, 2012 at 08:55 PM I thought Roberts Rules states that although a person isn't prevented from running for multiple offices on an executive board, they cannot hold multiples.Nope, although some combinations (president and vice-president; president and secretary) should probably be avoided. And the board member would still have only one vote, regardless of how many hats he might wear.Our By-Laws specifiy that any Executive Board member may be called on to perform any other executive board member's duties, so I'm reading that as giving the executive board the authority to act on the Treasurer's duties since there wouldn't be a Treasurer.Well, we can't properly interpret your bylaws here but the phrase "may be called on" is a bit troubling. In any event, you might be able to reassign the treasurer's duties to "any Executive Board member" but not to the board. But one might argue that there's a difference between one's duties as a board member and one's duties as the treasurer.Have fun! Link to comment Share on other sites More sharing options...
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