Resignation of sec./replacement to Board of directors

[Guest Dan]

Our Sec. is resigning from her post for personal reasons. She has been asked to be kept on our board of directors. We do not have a set policy for this. Usually a when a person resigns they resign. We have a opening on our Board off directors, she is asking to be placed on this board with out a general election. I can find no precidence for this act.

Thank you for your insight

Dan S.

Pres. BAF

[Chris Harrison]

How did the Secretary get on the Board? Was she a Board member who got elected to be Secretary or does the Secretary automatically get a Board seat? If she was a Board member who was elected Secretary did she resign from both the Board and as Secretary or just from Secretary?

[Guest Dan]

She was elected as sec. Sec. is a board member. She is resigning as sec. and asking to be on bd. My question is all the positions are bd. members are voted on, officers. She is an officer and she is resigning office, does this give her an obligation or right to still sit on bd.

Dan

[Guest John]

Yes.

Resigning from an Officer role does not require resigning as a Board member as well. Simply elect another Board member to fill the Officer role (and don't require them to quit the board when they are no longer an Officer unless their term on the Board is also up).

In other words, one can resign their Officer position without resigning from the Board.

Conversely, an Officer who resigns from the Board also resigns an Officer by virtue of their Board resignation.

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If the resignation stated this member is resigning as an Officer and a member, then they have resigned both duties.

In this case, you state your Secretary wishes to resign from the Secretary role only, but remain a Board member. Sounds pretty clear to me.

[Gary Novosielski]

Resigning from an Officer role does not require resigning as a Board member as well.

Not so fast.

The OP stated that she was elected to the office of secretary, and the secretary is specified as a member of the board. So, if she resigns from secretary, and is no longer secretary, then what makes you think she remains a member of the board? And if she did, what does the new secretary do, sit in her lap?

If there is a vacancy on the board, she is free to run for it but, barring any hard facts to the contrary, I don't see how she could avoid participating in a general election.

This answer would be different if the membership elected board members, and then the board elected officers from among them, but that appears not to be the case here.