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Immediate Past President


Guest Sally

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Our organization has traditionally had an Immediate Past President who has served on the Executive Committee as a voting member. However, the Immed Past President position is not in our bylaws as an Officer of the Board. The question has come up as to her authority to participate and have a vote on Exec Committee and on another committee that she co-chairs. Since this position is not in the Bylaws Article estabishing Executive Committee officers, it has been challenged that she does not have a vote and that we must have a Bylaws amendment if we want to change her voting status.

However, our bylaws do state:

ARTICLE VIII

Administration

Section l. Other Officers

The Board may provide for and designate such other officers and assistant officers, including an executive director, vice presidents, assistant secretaries and assistant treasurers as the needs of the Corporation may require. These officers shall hold their offices for such terms and shall have such authority and perform such duties as, from time to time, shall be specified by the Board.

Would this article allow the board to designate (approve) the Immediate Past President as a voting "officer" of the Executive Committee and as voting co-chair of a standing committee without having to amend our Bylaws?

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Our organization has traditionally had an Immediate Past President who has served on the Executive Committee as a voting member. However, the Immed Past President position is not in our bylaws as an Officer of the Board. The question has come up as to her authority to participate and have a vote on Exec Committee and on another committee that she co-chairs. Since this position is not in the Bylaws Article estabishing Executive Committee officers, it has been challenged that she does not have a vote and that we must have a Bylaws amendment if we want to change her voting status.

However, our bylaws do state:

ARTICLE VIII

Administration

Section l. Other Officers

The Board may provide for and designate such other officers and assistant officers, including an executive director, vice presidents, assistant secretaries and assistant treasurers as the needs of the Corporation may require. These officers shall hold their offices for such terms and shall have such authority and perform such duties as, from time to time, shall be specified by the Board.

Would this article allow the board to designate (approve) the Immediate Past President as a voting "officer" of the Executive Committee and as voting co-chair of a standing committee without having to amend our Bylaws?

Interpreting your organization's Bylaws is beyond the scope of RONR and this forum. See RONR, 11th ed., pgs. 588-591 for some Principles of Interpretation. You'll want to make sure to look at the section defining the composition of the executive committee in interpreting this question.

I'm not clear what the member's status as an officer has to do with their status on the standing committee. Members of the committee have a vote, and there's no limitation on who the assembly can appoint to its committees.

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Would this article allow the board to designate (approve) the Immediate Past President as a voting "officer" of the Executive Committee and as voting co-chair of a standing committee without having to amend our Bylaws?

Regardless of what your rules currently permit, you need spend only a little time on this forum to see why giving any official (i.e. ex-officio) status to a past president ("immediate" or otherwise) isn't a very good idea. The same (for different reasons) goes for "co-chairs". Don't do it. Just say "no".

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This is a couple of different questions, referring to the person in the IPP role as a board member, an executive committee member, and as a co-chair of a standing committee.

For the standing committee, check your bylaws - that the IPP is on that committee may have nothing to do with being the IPP. If you need to be a board member to be on that committee, however, there may be problems. Also check bylaws to see if co-chairs are authorized.

For the board member, if your bylaws do not have the position of IPP specified then you don't have an IPP there as an actual position (the person is still around, but there are no rights or obligations). Presumably, only officers of the board serve on the executive committee.

It's not clear whether or not the other officers would need to be voted on by the general membership, or how board members get on to the board. This leaves one with the interesting concept of having an election for "immediate past president".

I will also note that many times, sentences on this forum that start with "Our organization has traditionally" often mean "Turns out we've been doing it wrong all along, and now someone has called us on it".

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