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Calculating time served as a Director


Guest Michael

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Our newly elected (July 1st, 2012) Treasure stepped down from being on the board. Our previous treasure wants to be treasure again but she just finished a 3 consecutive term that ended in July 1st, 2012. Is it against the robert rules for her to carry on for another term? I disagree with her doing it again because of the by laws. There is nothing in the by laws that state she is allowed to be put back on but it says that she can only serve 3 consecutive terms at which she just finished. It says in our by laws that we have to follow the "Any vacancies filled shall follow Robert’s Rules of Order in calculating time served as a Director" Please any help would be much appreciated.

ARTICLE III

DIRECTORS AND OFFICERS

SECTION 1. Board of Directors. General management of the club’s affairs shall be entrusted to the Board of Directors. (a) Number and Term of Office. The Board shall be comprised of 9 persons, all of whom shall be members in good standing, who are residents of the United States. They shall be elected for a two-year term as provided in Article IV, and shall serve until their successors are elected. No person may serve as a Director for more than three consecutive terms. The terms of the Directors shall be staggered, with 5 Directors elected in one year and 4 Directors elected in the next succeeding year. The most recent past President shall be permitted to attend and participate in board meetings, for one year, provided that such past President shall not be entitled to vote thereat. The terms of newly elected directors shall commence on July 1 and expire on June 30 of the following year.

SECTION 7.

Vacancies.

Any vacancies occurring on the Board or among the Officers during the year shall be filled until the next annual election by a majority vote of the members of the board; except that a vacancy in the office of President shall be filled automatically by the Vice President and the resulting vacancy in the office of the Vice President shall be filled by the Board. Any vacancies filled shall follow Robert’s Rules of Order in calculating time served as a Director

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It is up to an association to figure out the meaning and implications of its own bylaws -- we help out with RONR here, which is quite enough, thank you. See p. 588 ff.

Having said that... here's a little Q&A dialog...

Question: How many consecutive terms may someone serve as director? Answer: 3

Q: How many consecutive terms has the Treasurer served? A: 3

At this point ask the treasurer why she thinks she is allowed, by the bylaws, to serve on the Board any more.

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Is it against the robert rules for her to carry on for another term?

It's not against RONR but it might be against your rules. One way to interpret your term-limit rule is that, if a person serves three consecutive terms in a particular office, he can never serve in that office again. That's a possible interpretation but I don't think it would be mine. Another possible interpretation is that, if a person serves three consecutive terms in a particular office he can't serve in that office again without a break in service. That, at least to me, seams like a more reasonable interpretation but it is up to the members of your organization (not anyone here) to figure out what your bylaws mean.

It says in our by laws that we have to follow the "Any vacancies filled shall follow Robert’s Rules of Order in calculating time served as a Director" . . .

This probably refers to the rule in RONR that if a person serves more than half a term in office he is considered to have served a full term for purposes of term limits. This rule doesn't seem to be applicable in this instance.

AfeHMt

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Note that RONR/11 changed the phrasing of the term limits in the sample bylaws to eliminate the "forever out of office" interpretation that Edgar mentioned (and I agree with).

The new phrase is :

"No member shall be eligible to serve three consecutive terms in the same office". (p. 585)

That amounts to a two-consecutive-term limit but in no way precludes coming back to the same office after a term out of office.

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. . . although I think this still precludes the past treasurer from returning. IMHO.

Yes, I suppose you could argue that the current term constitutes a consecutive term even if the previous treasurer comes in after three months of the term have already elapsed. It wasn't my first interpretation but it's certainly a reasonable one. So that's at least two areas of possible ambiguity.

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It is up to an association to figure out the meaning and implications of its own bylaws -- we help out with RONR here, which is quite enough, thank you. See p. 588 ff.

Having said that... here's a little Q&A dialog...

Question: How many consecutive terms may someone serve as director? Answer: 3

Q: How many consecutive terms has the Treasurer served? A: 3

At this point ask the treasurer why she thinks she is allowed, by the bylaws, to serve on the Board any more.

Well, I'm not the OP, but one obvious answer is that this term would not be consecutive with the last, because of the brief tenure of somebody else in that office.

I'm not agreeing or disagreeing; I'm just saying it's a possible answer.

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. . . one obvious answer is that this term would not be consecutive with the last, because of the brief tenure of somebody else in that office.

Though I believe Mr. Foulkes' argument is that this term is consecutive (with the previous three terms), regardless of the fact that someone else served for the first three months of it, hence his view, as I understand it, that the previous treasurer would not be eligible until the next term.

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Our newly elected (July 1st, 2012) Treasure stepped down from being on the board. Our previous treasure wants to be treasure again but she just finished a 3 consecutive term that ended in July 1st, 2012. Is it against the robert rules for her to carry on for another term? I disagree with her doing it again because of the by laws. There is nothing in the by laws that state she is allowed to be put back on but it says that she can only serve 3 consecutive terms at which she just finished. It says in our by laws that we have to follow the "Any vacancies filled shall follow Robert’s Rules of Order in calculating time served as a Director" Please any help would be much appreciated.

ARTICLE III

DIRECTORS AND OFFICERS

SECTION 1. Board of Directors. General management of the club’s affairs shall be entrusted to the Board of Directors. (a) Number and Term of Office. The Board shall be comprised of 9 persons, all of whom shall be members in good standing, who are residents of the United States. They shall be elected for a two-year term as provided in Article IV, and shall serve until their successors are elected. No person may serve as a Director for more than three consecutive terms. The terms of the Directors shall be staggered, with 5 Directors elected in one year and 4 Directors elected in the next succeeding year. The most recent past President shall be permitted to attend and participate in board meetings, for one year, provided that such past President shall not be entitled to vote thereat. The terms of newly elected directors shall commence on July 1 and expire on June 30 of the following year.

SECTION 7.

Vacancies.

Any vacancies occurring on the Board or among the Officers during the year shall be filled until the next annual election by a majority vote of the members of the board; except that a vacancy in the office of President shall be filled automatically by the Vice President and the resulting vacancy in the office of the Vice President shall be filled by the Board. Any vacancies filled shall follow Robert’s Rules of Order in calculating time served as a Director

You're mixing directors with the office of treasurer. You have posted a restriction on serving as a director, however you have not posted any restriction on serving as treasurer, nor is there anything in what you have posted that tells us the composition of the board or what makes an individual a director. You seem to be assuming that the treasurer is ex officio a director, even though what you have posted includes the wording "on the Board or among the officers," which is tinged with an implication that these positions are not synonymous.

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