Nominations and ballots

[WowIamtired]

We have 3 positions up for elections on our 7 person Board. President, Board of Director office #1, and Board of Director office #2.

The Nominating Committee chose 3 people to fill those positions, and assigned a nominee to each of those positions. Three others were not chosen. Those three people not originally chosen have followed our by-laws and gotten themselves nominated from the floor. The one for president was specific about the president position. The other 2 were written identically that they were "running for the open directors position", but not specific about which Director position they were running for.

Our problem is the ballot. Our by-laws state the following:

All nominees will be listed in alphabetical order, by office, on a ballot, which shall be mailed along with a blank envelope marked “ballot”, and a pre-addressed return envelope addressed to the Secretary.

So the ballot listed the following...by office, in alpha order (per the by-laws). (since the from the floor director candidates didn't indicate who they were choosing to run against, it was done alphabetically.)

Office-President

Nominating Committee Candidate vs. From the floor Candidate.

Office-Board of Director 1

Nominating Committee Candidate (Last Name starts with C) vs. From the floor Candidate (Last Name starts with A)

Office-Board of Director 2

Nominating Committee Candidate (Last Name Starts with D) vs. From the floor candidate (last name starts with B )

One of the candidates from the floor is complaining that the two Board of Director positions should be open to all four candidates. The BOD believes that would equate to all four people running for two positions each. In our opinion, each candidate can only run for one position in an election.

To make this more of a problem, the ballots are already out and some have been returned.

Thanks for your help.

[Josh Martin]

One of the candidates from the floor is complaining that the two Board of Director positions should be open to all four candidates. The BOD believes that would equate to all four people running for two positions each.

It seems to me that the member is correct. The positions are identical (unless there's something you're not telling me), so how it should work is members should vote for two people for the Board of Directors positions, with all four candidates listed - they shouldn't be listed as two separate positions. See RONR, 11th ed., pg. 441, lines 11-24 for more information.

In our opinion, each candidate can only run for one position in an election.

This is not correct, unless your rules so provide. Nothing in RONR prevents someone from running for more than one position.

To make this more of a problem, the ballots are already out and some have been returned.

In that case, it's probably too late to fix your mistake. I don't believe these violations rise to the level of a continuing breach. Just do it right next time.

[Rev Ed]

Unless the By-laws specifically give each director a number (i.e. "Director #1", "Director #2", "Director #3", etc.) then all four candidates are running for two identical positions.

You may need to have two rounds of balloting though as each position requires a majority of votes cast to elect (unless the By-laws specifically call for election by plurality.) An easy option would be to vote for each director separately - i.e. vote for one director position, and hope a candidate receives a majority of votes cast. If so, the other three can then move on to a vote for the second position.

[Dan Honemann]

Unless the By-laws specifically give each director a number (i.e. "Director #1", "Director #2", "Director #3", etc.) then all four candidates are running for two identical positions.

You may need to have two rounds of balloting though as each position requires a majority of votes cast to elect (unless the By-laws specifically call for election by plurality.) An easy option would be to vote for each director separately - i.e. vote for one director position, and hope a candidate receives a majority of votes cast. If so, the other three can then move on to a vote for the second position.

This "easy option" appears to me to be more difficult.

[Guest Edgar]

We have 3 positions up for elections on our 7 person Board.

This is remarkably similar to this recent post, which you might find helpful.

[Josh Martin]

You may need to have two rounds of balloting though as each position requires a majority of votes cast to elect (unless the By-laws specifically call for election by plurality.) An easy option would be to vote for each director separately - i.e. vote for one director position, and hope a candidate receives a majority of votes cast. If so, the other three can then move on to a vote for the second position.

I don't follow why this would be easier that the procedure described in RONR, 11th ed., pg. 441, lines 11-24.

[Guest Edgar]

I don't follow why this would be easier . . .

He said it was easy. He didn't say it was easier.