Executive Board Tangle

[mcfarland]

Reviving a small nonprofit org, we elected a three member Board.

 

At the time, all three board members were elected to three year terms.  Later, we discovered our bylaws require the board members to be elected on a rotation.  One member "falls off" each year, to be replaced with a new member with a three year term.

 

Now, all three board members are claiming they have three year terms and no one wants to step down to allow for the rotation.

 

Related:  If there is uncertainty whether the board was actually elected by a vote, or appointed by the President (and minutes were not recorded), can the board claim authority to remain seated, simply by precedent (that they have occupied the board chairs, unchallenged for a number of months)?

 

Thanks 

[jstackpo]

Untangle suggestion:  (Not from RONR...)

 

At the next election meeting, have all three up for election (again), but in three separate elections:  one for one year on the board, the second for two years, and I'll leave it to you to figure out what the third election would be for.

 

All current board members PLUS any additional nominations would be eligible to run in any (or all) of the elections.

 

If the current members fuss about this, raise the point of order that since the bylaws were not followed in the original election, NONE of them are on the Board now.  P. 251 paragraph a).  See how they like those apples.

 

This point of order would also apply to the question of appointment, rather than election.

[Edgar Guest]

Well, you could remove the current board members (see FAQ #20) and elect new ones to start the rotation. Or you could wait three years and start the rotation then. Or you could amend the bylaws to eliminate the board and then amend them to create a (new) board. Or you could raise a point of order to the effect that the current board members weren't properly elected.

 

Past precedent is immaterial if it violates the rules.

[Richard Brown]

You can tell them that either they agree to draw straws to see who is serving the one, two and three year terms or we are removing all of you.   Or just suggest politely that they draw straws.  Or have the membership adopt a motion requesting that they draw straws.  I bet they will give in at some point and do it.