Election to second term

[Guest Eugenia]

We are a young board whose members are allowed two, three-year terms. Our first group is finishing their first term in December. We have a line in our bylaws that says "The Director shall hold office until their respective successors have been duly elected and qualified."

My question is, do we need to reelect people to their second term or, assuming we want them to continue, do they just serve until we elect someone to replace them at the end of the second, three-year term?

Thanks for any insight.

[J. J.]

Yes, you would have to hold an election. You may reelect everyone.

[Gary c Tesser]

The point of that sort of provision in the bylaws is to allow the organization to function with hanging-on officers if something prevents the regular elections. It is not to disregard the requirement for elections, usually around term-ending time, such as at an annual meeting.

This presupposes that the bylaws do say your officers will be elected, aside from the casual mention in the sentence that Guest_Eugenia quoted, which is not about elections but is about retention of the old officers if something interferes with the regular elections. If, on the other hand, your bylaws don't bother suggesting that the organization hold regular elections, then that is a different, although related, problem.

[Gary c Tesser]

JJ, didn't I tell you to type more, around 1986?

[Tim Wynn]

Mr. c Tesser's second paragraph in his first post makes a hit on the head of the nail: it would be a different provision of the bylaws that mandates that an election take place, and that provision, if it exists, must be followed.