Completing an election involving ties

[Guest John Q]

Is a board of directors of a membership organization - that hasn't adopted a particular parliamentary authority, but in the past customarily conducts business according to RONR -  permitted to proactively resolve director election(s) ties - by adopting a board level rule permitting drawing straws? The only applicable bylaw is a clause designating the general management of the organization's affairs are left to its board of directors.

 

The bylaws also prescribe a mailed ballot election, and further prohibit the making of further nominations at the annual meeting, or in any other method not specified in the bylaws.

 

I've looked at the rule p. 446, generally prohibiting boards from resolving this issue, that is, unless the voting body specifically somehow delegates it  authority, but the examples provided do not go as far as addressing when  the election is conducted by a mailed ballot vote.

 

Would a drawing straw rule need to be a bylaw, or could the board of directors recommend to the membership, the adoption of a special rule of order, permitting the drawing of straws.?

 

[jstackpo]

I'd have to go with requiring a bylaw provision, not a Special Rule of Order.

 

This is based on the discussion on p.441  --  the footnote in particular  --  which does allow of a special rule to drop the lowest candidate (in a more-than-two-candidates-and-no-majority situation) for a second ballot but does NOT prevent that dropped candidate from being elected anyway (presumably by write-in votes). In order to bar that dropped candidate from election, a bylaw is necessary, asserts the footnote.

 

The situation that John Q describes is, admittedly, not an exact parallel (there is no exact parallel in the book that I could spot or remember) but a drawing straws approach to resolving ties would involve denying other (nominated) candidates the chance to become the dark horse winner.  Since they are then ruled out of any write-in (or reopened nominations) possibility, that sounds like a bylaw requirement to me.   But stay tuned (I have only had 1.5 cups of coffee so far this morning and it looks as though everybody else is sleeping in.)

 

I don't think the p. 445-446 discussion is applicable as it deals with disputes in the conduct of an election.  I gather there were none such in John Q's situation.

 

(And while you are at it get rid of that no floor nominations rule  --  you are handing a load of power to the nominating committee with it.)

[Gary Novosielski]

I concur.  A bylaws provision would be necessary.

[Bruce Lages]

It sounds like you're describing an election of board members by the general membership of the organization, based on your referral to a mailed ballot election, and nomination restrictions at the annual meeting. It is important to note that in an election conducted by the general membership, the board has no authority to intervene at all in the election process - unless, as stated above, your bylaws provide for that. Only the general membership can deal with issues arising from such an election. 

[Guest John Q]

It sounds like you're describing an election of board members by the general membership of the organization, based on your referral to a mailed ballot election, and nomination restrictions at the annual meeting. It is important to note that in an election conducted by the general membership, the board has no authority to intervene at all in the election process - unless, as stated above, your bylaws provide for that. Only the general membership can deal with issues arising from such an election.

Even when the general management of the organization is delegated to the board of directors per a bylaw?

[Edgar Guest]

Even when the general management of the organization is delegated to the board of directors per a bylaw?

 

Yes. The board might be able to fill the vacancy until the election is completed but it's up to the general membership to complete the election. See p.467.

[jstackpo]

Wait a moment...  The original poster (OP) is describing an incomplete election, not an intra-term vacancy caused by a resignation (or death, or whatever).  We don't actually know if there IS any vacancy - the person holding the office may still be in office, pending the resolution of the tie in the election of his replacement.

 

I don't think p. 467 would apply (if that is what Edgar the Poet is thinking about.)

[Edgar Guest]

We don't actually know if there IS any vacancy - the person holding the office may still be in office, pending the resolution of the tie in the election of his replacement.

 

I don't think p. 467 would apply (if that is what Edgar the Poet is thinking about.)

 

Well certainly if there's no vacancy then there's no vacancy to fill. But I was recalling recent discussions here noting that, if I've got this right, the 11th Edition notes that a broadly-authorized board can fill vacancies occurring during the period between the end of a term of office and the completion of an election. And I was looking for a citation to support that. If it's not p.467 I'm not sure where it is.

[jstackpo]

Well, yeah, I suppose that a vacancy caused by the expiration of a fixed term in office would fit the p. 467 rules.

 

But those rules do require that the Board have "full power and authority", not just the more general (and less powerful) "general supervision" authority.