Did We Get Elected?

[carlw1@earthlink.net]

Gentlemen,

We recently held our general meeting where five officers and six directors positions, that were placed in nomination by the board’s nominating committee, were elected.

At the general meeting the president presented the nominees for director positions, asked for nominations from the floor. None were offered, he then declared the directors elected. He did the same for the officer position, one by one.

I read in the RONR this is allowed pp443 line 7 “If only one person is nominated and the bylaws do not require that a ballot vote be taken, the chair, after ensuring that, in fact, no members present wish to make further nominations, simply declares that the nominee is elected…”

But our Bylaws state “Section 10.04 The election of officers and directors shall be held at the February General Meeting by the membership by voice vote or show of hands, or if nominations exceed the authorized limit for the Board (22), by written ballot. The nominees receiving a majority of the votes cast at the meeting shall be declared elected and sworn into office. Terms for new officers and directors shall commence March.”

My concern here is did we follow the rules, are the elections valid. Our Bylaws clearly state we have to have a vote by Voice, Show of Hands or Written Ballot. There is no provision for voting by acclamation and my understanding is that the Bylaws of the organization take precedence over the Roberts Rules of Order even if the process/rules of RONR would be better or more complete.

Thank You,

Carl Wilson

For further understanding of our Bylaws, click here https://docs.google.com/file/d/0Bwz3JMBHpcGWX1VnYVRxeTJUeEdPYmFRRkFMOFFOUQ/edit?usp=sharing

[jstackpo]

Yes - you are elected.

(You didn't think you could get out of it that easy, did you? )

The declaration by acclamation is equivalent to a voice vote in the form "If there are no objections...." No "objections" were voiced and you (all) were elected by "unanimous consent". p. 443

[carlw1@earthlink.net]

Mr. Stackpole, Thank you for responding to my question. Your comments mean a great deal to me.

You qualify your comments by stating "If there are no objections" and I understand this completely but this was not done.

Granted the President wait a view seconds, looked around the room and nothing was said and no one offer anybody up for nomination. The President then announced these people were elected, no statement as was made "if the are no objections" or anything to that effect. He just moved on to the next position.

I understand that if the Bylaws were silent on this topic the RONR rules would apply, but the Bylaws are not silent. The Bylaws unequivocally and clear state and that the election voting must be by "voice vote", "show of hands" or "by written ballot", no mention of "unanimous consent" or "acclamation".

[jstackpo]

I don't see that the shortcutting of your voting rules by the president has in any way generated a "continuing breach", as described on p. 251.

Granted, the (minor, because as described, nobody's rights were violated) rule violation should have been brought to the attention of the chair (and the members) via a point of order raised at the time. But that didn't happen and it is too late to do so now - p. 250.

Is someone in your association (other that yourself) concerned about this? Then he is free to raise a point of order next meeting. I, if chair, would rule it "not well taken" for the reasons just noted.

[carlw1@earthlink.net]

I know that you don't like to comment on legalities but in an effort to explain here goes.

We are a property owners association and by right and responsibility we are required to enforce the deed restrictions upon our properties that we are the dedicator.

My concern is this, we currently have law suits pending and this election could be problematic for the incoming board when they have to make future litigation decisions.

If the opposition can show this was a breach, no matter how small, this may be grounds to disqualify any new decisions the new board takes in regards to the ongoing litigation and call in to question whether this was a duly elected board. Moreover, If the opposition can prove the board was not duly elected by the bylaws then a judge might determine the current board or members of the board do not have standing to make litigation decisions.

My opinion - we should have followed the bylaws to the letter and not made any decision by inferences to RONR when the bylaws so clearly state what is to take place.

If this was a bridge club they I would be in agreement with your position, but it isn't and so I respectfully disagree based upon what could be a litigious matter and obvious rules that were not followed.

Again I thank you taking the time to comment.

[Guest Edgar]

You could always hold the elections again. I'm not sure what else will satisfy your concerns.

You may recall that when Barack Obama was inaugurated for the first time, the Oath of Office was screwed up. In what is usually referred to as "an abundance of caution", the Chief Justice administered the Oath again the next day. Very few people thought that the President wasn't really the President the first time around but given the virulent nature of the opposition (e.g. the so-called "birthers"), his advisors didn't want there to be anything that could be used to question his legitimacy.

Or, to put this another way, if the opinion of an experienced parliamentarian isn't sufficient, what will satisfy your concerns? Perhaps a legal opinion?

[carlw1@earthlink.net]

Guest_Edgar,

Or, to put this another way, if the opinion of an experienced parliamentarian isn't sufficient, what will satisfy your concerns? Perhaps a legal opinion?

Mr. Stackpole asked a question and I was attempting to explain further. Somethings just aren't made clear until a fuller understanding is conveyed.

If it had concerned any other issue I would have no disagreements with Mr. Stackpole's comments and position.

[David A Foulkes]

I know that you don't like to comment on legalities ....

And with good reason.

I'd concur with JD that, from a parliamentary perspective, the election is final, and was in fact held according to the rules in RONR (11th Ed.). The nominating committee's selections were presented, floor nominations called for (none forthcoming), and the sole nominees elected by acclamation. Any point of order should have been raised at the time of the perceived bylaw voilation.

As for the question of legal issues, your answers will need to come from someone familiar with the law, such as a lawyer.

[Guest Edgar]

If it had concerned any other issue I would have no disagreements with Mr. Stackpole's comments and position.

I understand that and I regret that my response may have appeared harsher than was intended.

But the point is that all you will get here are the opinions of parliamentarians (and others) and since, as you suggest, this issue may have legal implications, I'm not sure all the parliamentary opinions in the world will ease your concerns.

I tend to agree with Mr. Stackpole (and, now, Mr. Foulkes) that the breach of the rules was not sufficient to constitute a "continuing breach". So now there are three opinions. But if you wait long enough, someone may disagree.

And, as you say, some in your organization may argue that a breach is a breach. Which is why the Presidential Oath of Office was administered twice and why the belt-and-suspenders approach of re-doing the election might be your best option. Or it might be opening a can of worms best left closed.

[carlw1@earthlink.net]

I hope you are all correct and my fears will not play out.

I do have a questions in regards to all of the opinions, if what we write in the bylaws is open to interpretations when printed is so clear. I just don't understand how you all can come to the conclusions that you all did.

Lets say for purposes of discussion RONR said that you have to stand one foot while taking the oath of office. But the Bylaws of an organization state that you have to stand on your right foot. What you all are really saying here is since RONR states any foot will do then it trumps the Bylaws.

I'm not so sure of that, otherwise what would be the point of righting anything in the bylaws other than what organization's name, purpose and that RONR be used. I'm a firm believer that if you don't like the rules then change them, just don't ignore them or obfuscate them with sections of RONR. I do agree if the section in the Bylaws wasn't written RONR would certainly apply. But they chose to write it the way they did and we are obligated to follow them when they are unambiguous and clear to a fault.

Thanks for all the comments and I take no offense to the reply's received thus far.

[Guest Edgar]

What you all are really saying here is since RONR states any foot will do then it trumps the Bylaws.

RONR never trumps bylaws when there's a conflict.

But I think what's being said is that any objection to standing on the wrong foot had to be made at the moment of infraction. Once the deed is done it's too late to complain about what were, in effect, minor violations, not capital offenses. If the most minor failure to observe a rule of order could be challenged at any time, the organization would be crippled with objections. Some breaches are so egregious as to constitute a "continuing breach". Most are not. This one, we think, isn't.

But, again, if you don't want to rely on "hoping that we are all correct" (and I'm not sure I would!), what would you like to do instead?

[Josh Martin]

I hope you are all correct and my fears will not play out.

I do have a questions in regards to all of the opinions, if what we write in the bylaws is open to interpretations when printed is so clear. I just don't understand how you all can come to the conclusions that you all did.

Lets say for purposes of discussion RONR said that you have to stand one foot while taking the oath of office. But the Bylaws of an organization state that you have to stand on your right foot. What you all are really saying here is since RONR states any foot will do then it trumps the Bylaws.

I'm not so sure of that, otherwise what would be the point of righting anything in the bylaws other than what organization's name, purpose and that RONR be used. I'm a firm believer that if you don't like the rules then change them, just don't ignore them or obfuscate them with sections of RONR. I do agree if the section in the Bylaws wasn't written RONR would certainly apply. But they chose to write it the way they did and we are obligated to follow them when they are unambiguous and clear to a fault.

Thanks for all the comments and I take no offense to the reply's received thus far.

I wholeheartedly agree with the previous responses. Your Bylaws do trump RONR, and your organization did violate its Bylaws. In this case, however, this does not constitute what RONR calls a "continuing breach." Thus, any complaint would have had to be raised at the time of the violation. See RONR, 11th ed., pgs. 250-251 for more information on this topic.

Whether this will hold up in a court of law is a question for a lawyer, not a parliamentarian.

[Bruce Lages]

And, Carl W, once you have satisfied yourself that your new officers and directors are indeed elected, you (collectively) might want to think long and hard about that bylaw requirement. Let's say that, in a future election, the nominating committee again puts forth one candidate for each open position, nominations are called for from the floor, and none are forthcoming. So now you proceed to take a voice vote or show-of-hands vote. How will you conduct that vote? Will you only ask for all in favor? In that case, as long as somebody (even only one body) responds, your election is complete. But how different is that from just proclaiming the sole nominees elected by acclamation? Or, will you ask for yeas and nays? What happens if the nays win? Now you don't have any new officers or directors. But your organization is obligated to elect officers and directors, so what will you do now?

There's a good reason why RONR stipulates that it is improper to use yes/no voting for an election. The only way to vote against any particular nominee is to nominate someone else, and if no one is willing to do that, then, given your obligation to elect officers, voting no makes absolutely no sense. The lack of any additional nominations indicates that there is no objection to the stated nominees, and thus declaring them elected by acclamation is the logical result.

(As an aside, the reason acclamation is not proper when a ballot vote is required is because members can still vote for someone other than the stated nominees - by casting a write-in vote.)

So you might want to consider whether this bylaw provision is really necessary, or whether the time-tested procedures in RONR will satisfy your group's needs.

[carlw1@earthlink.net]

Bruce, I see your point and thanks for your input.

But in our federal, state and local elections I don't see an alternate method being used. I have seen many many times candidates running unopposed, and yet they are on the ballot and we vote and they are elected. So I would think its not really a problem to go ahead and vote.

As I stated earlier

if you don't like the rules then change them, don't ignore them

and to that statement maybe what should be done is to reference RONR in this section and dispense with all the 'would have, could have' talk.

[Gary Novosielski]

Bruce, I see your point and thanks for your input.

But in our federal, state and local elections I don't see an alternate method being used. I have seen many many times candidates running unopposed, and yet they are on the ballot and we vote and they are elected. So I would think its not really a problem to go ahead and vote.

You would think so, but have you ever seen a ballot where you could vote No for filling an office? That's the problem with a voice vote. What would you say in putting the question, and what would you do if the negative prevails?

[carlw1@earthlink.net]

You would think so, but have you ever seen a ballot where you could vote No for filling an office? That's the problem with a voice vote. What would you say in putting the question, and what would you do if the negative prevails?

Gary, if this were to happen, which I don't think it would, but lets say it does. If the members at such a general meeting did vote "NO" then I would take that as a no confidence vote and the nominating committee had not done their work.

Could you just image if the nominee for a position didn't have the support of the general membership. I would construe that person is not the person for the job. What I would suggest is the writers of RONR examine this issue and re-write how elections are handled when a lone candidate receives a "No" vote at a general meeting.

[Weldon Merritt]

Could you just image if the nominee for a position didn't have the support of the general membership. I would construe that person is not the person for the job. What I would suggest is the writers of RONR examine this issue and re-write how elections are handled when a lone candidate receives a "No" vote at a general meeting.

The rule is just fine as is. If the assembly is not happy with the sole nomiated candidate, then they should nominate someone else. Or amend the bylaws to require a ballot vote for all elections, so that members may vote for a write-in. Just don't allow a "no" vote; the assembly must elect someone.

[carlw1@earthlink.net]

The rule is just fine as is. If the assembly is not happy with the sole nomiated candidate, then they should nominate someone else. Or amend the bylaws to require a ballot vote for all elections, so that members may vote for a write-in. Just don't allow a "no" vote; the assembly must elect someone.

That is exactly what I am saying. This would be a good start to extending the rules regarding elections where a lone candidate is not elected. Everybody in attendance at the meeting stays until they have a nominee that can get elected.

[Weldon Merritt]

That is exactly what I am saying.

No, it's not. You are saying that "no" votes should be allowed. I am saying that the only proper way to vote against a conadiate (whether the sole nominee or one of several) is to vote for someone else. Either nominate someone else, or if the vote is by ballot, write in another name. If enough members are unhappy with the sole (original) nominee, then either an alternatie candidate will be elected, or there will be enough votes cast for eomeone else to prevent the unfavored nominee from getting a majority. In that event, you do indeed keep voting until someone gets a majority.

[Guest Edgar]

This would be a good start to extending the rules regarding elections where a lone candidate is not elected.

Under the perfectly adequate existing rules that's not a possibility.

[Josh Martin]

But in our federal, state and local elections I don't see an alternate method being used. I have seen many many times candidates running unopposed, and yet they are on the ballot and we vote and they are elected. So I would think its not really a problem to go ahead and vote.

Holding a ballot vote with only one candidate makes perfect sense, since you can then "write-in" the candidate of your choice. That's not a possibility in a voice vote. So it's not really applicable to your situation. If you really want members to be able to vote for their candidate of choice even in an uncontested election, you could amend your Bylaws to provide that all elections shall be by ballot.

For future reference, I'd keep in mind that elections for public office are often not a good analogy for elections under RONR, although it works well enough in this case.

Gary, if this were to happen, which I don't think it would, but lets say it does. If the members at such a general meeting did vote "NO" then I would take that as a no confidence vote and the nominating committee had not done their work.

If the members are dissatisfied with the nominees from the nominating committee, they may nominate their own candidates.

What I would suggest is the writers of RONR examine this issue and re-write how elections are handled when a lone candidate receives a "No" vote at a general meeting.

I wouldn't hold your breath. In recent editions, RONR has moved further away from the idea of a yes/no vote on a lone candidate.

If your own organization wishes to adopt special rules of order on this subject, it is free to do so.

That is exactly what I am saying. This would be a good start to extending the rules regarding elections where a lone candidate is not elected. Everybody in attendance at the meeting stays until they have a nominee that can get elected.

Or until the election is postponed to the next meeting, I assume. These are certainly things to keep in mind when developing those special rules of order for your society. Alternately, have someone nominate an opposing candidate.

It also seems that part of the problem might be that your Bylaws prescribe a much larger board than you actually need, if this last election is any indication.

[Guest Edgar]

I wouldn't hold your breath.

I don't know how you could.

[Gary Novosielski]

Gary, if this were to happen, which I don't think it would, but lets say it does. If the members at such a general meeting did vote "NO" then I would take that as a no confidence vote and the nominating committee had not done their work.

Could you just image if the nominee for a position didn't have the support of the general membership. I would construe that person is not the person for the job. What I would suggest is the writers of RONR examine this issue and re-write how elections are handled when a lone candidate receives a "No" vote at a general meeting.

They have already written it so that a lone candidate on a ballot cannot receive a No vote, so revision is completely unnecessary. If you want to prevent that from happening, amend your bylaws to require a ballot vote without exception. Then, acclamation cannot be used.

If a majority of members don't like the nominee of the Nominating Committee, I would not take that as an indictment of the committee's work. Their job is to find a (ideally, the most) qualified candidate for a position, not the most popular. They may well have more pertinent information available to them than the membership has. But, if the membership does not agree with their choice, members are free to nominate additional people. They may not imply misfeasance on the part of the nominating committee simply because they disagree.

[carlw1@earthlink.net]

They have already written it so that a lone candidate on a ballot cannot receive a No vote, so revision is completely unnecessary. If you want to prevent that from happening, amend your bylaws to require a ballot vote without exception. Then, acclamation cannot be used.

If a majority of members don't like the nominee of the Nominating Committee, I would not take that as an indictment of the committee's work. Their job is to find a (ideally, the most) qualified candidate for a position, not the most popular. They may well have more pertinent information available to them than the membership has. But, if the membership does not agree with their choice, members are free to nominate additional people. They may not imply misfeasance on the part of the nominating committee simply because they disagree.

Why should every organization be forced to adopt local rules? Why doesn't RONR address the issue, and if they have then its clear as mud to us mere mortal folks who on occasion have to visit the 715 page book.

Maybe RONR could be updated with "if the voice vote results in a no vote for a lone candidate then members are obligated to nominate someone else and then the vote is taken again and again (with new nominees if necessary) until a candidate can be elected." or words to that effect.

I don't mean to be flippant here, its just frustrating to reading RONR, understanding it and then applying to the situation at hand.

[David A Foulkes]

Maybe RONR could be updated with "if the voice vote results in a no vote for a lone candidate then members are obligated to nominate someone else and then the vote is taken again and again (with new nominees if necessary) until a candidate can be elected." or words to that effect.

I think this is about the time when someone usually notes that RONR has been around for a long time, through 11 editions now, and with each revision it refines the understanding of the basics of parliamentary law as it applies as generally as possible, taking into account cultural changes (such as the internet and email), and so on and so forth. However, what it always allows is for any society to adopt its own rules (bylaws, special rules of order, standing rules, etc) that more specifically suit its needs, and these rules take precedence over RONR.

If enough of your members feel the changes to the rules as you suggest are more appropriate than those found in RONR, you (well, they actually) are free to adopt and incorporate them as they wish. There's no need to wait for RONR to change the way it puts forth parliamentary procedures - you can adopt your own.