Does board have to accept resignation?

[Guest Debbie]

We are a board of five. Our president resigned due to the stress of many projects. We have been at a standstill. Locked two against two on every issue. Unable to agree on selection of a new board member for two months. We have had two emergency meetings to try and resolve this. One we held with no outcome. The second there was no quorum. We are about to have our quarterly meeting and I fear the same will occur. If the resignee were to agree, could we just not accept her resignation, which is one of the agenda items? If so with our two to two situation, how many people would it take to make that happen? 

[Edgar Guest]

RONR defines a resignation as a request to be excused from a duty. As such, it could be refused (although there's no practical way to force someone to do a job she doesn't want to do). Since you've already begun the process of selecting a replacement I'd say that the resignation has been, in fact, accepted. But if the resignee is willing to resume her former office, you could simply elect her (again).

 

(The primary reason for refusing a resignation is to keep the person in question under the disciplinary authority of the organization. That doesn't seem to be at issue here.)

[Gary Novosielski]

If you had agreed to a replacement, I would say that the resignation was, de facto, accepted.  But having not had a quorum, or being otherwise unable to pass anything, I'm not confident in saying that.

 

Was there a motion to accept the resignation?   Was that defeated in a tie vote?   Without acceptance of the resignation, the president is still president, and she needs no action by the board to reinstate her.  She can simply withdraw her resignation.

[jstackpo]

Check your bylaws (maybe you already have!)....

 

When a president resigns (and it is accepted, or the acceptance is implicit in subsequent actions), the "standard" rule (p. 575) is that the Vice-President automatically and immediately becomes the president.

 

Is there a reason (it would have to be explicit in your bylaws) why this didn't (seemingly) happen?

[Rev Ed]

First, was the resignation even accepted?  If not, she is still the President.  As such perhaps she could come to a Special Meeting (the RONR term for your 'emergency' meetings)  to have her resignation formally accepted.  However, the resignation could include something to the effect of:

 

"That the resignation take effect at the end of the meeting for which it is accepted."

 

At the meeting, the resignation would have to be accepted first.  However, once the resignation is accepted, the President can still vote on a successor.

 

If this would not be practical, or if the resignation has been accepted, then the general membership could be asked to fill the vacancy if necessary. 

[Guest Debbie]

Acceptance of her resignation is on our agenda for the June meeting. I would think that from what you have said, she is still the president. We need her vote at the very least. The two against two will continue on many big issues till the annual meeting in February.