Can the incumbent president also serve as the immediate past president?

[Guest Puzzled]

Our By-Laws state the following:

The president's term lasts from January 1 thru December 31. The immediate past president serves on the Board (except where s/he resigns as president, is removed for good cause, or otherwise fails to complete a full term of office for other than health reasons).

Mary is the president and Tom is the immediate past president.

Mary resigns from office and Bob completes her term.

• Who is the immediate past president while Bob completes Mary's term?

Bob is re-elected for a second term.

• Who is the immediate past president during Bob's second term?  Can Bob be considered president and immediate past president?

[Hieu H. Huynh]

Ultimately it is up to your organization to interpret your bylaws. Then the bylaws should be amended to remove the ambiguity.

[g40]

29 minutes ago, Hieu H. Huynh said:

Ultimately it is up to your organization to interpret your bylaws. Then the bylaws should be amended to remove the ambiguity.

Preferably, in my opinion, amend the bylaws to remove any automatic position for the "immediate past president"

[jstackpo]

And here's why... (setting aside your impossible problem)

IPP is a Bad Idea:

And here's some reasons why the position is a bad idea:

In my personal view, setting up an "official" Immediate Past President (IPP) position is not a particularly good idea.  The most telling argument is the real possibility of a close and bitter race for the presidency, with the current president running (for a second term) against an "outsider".  And the outsider - the "reform candidate", perhaps - wins but is still stuck with the thorn of the IPP on the Board in a position to snipe at the new president.  And perhaps attempt to undermine the new president's plans.  Not to mention vote against them.

If the erstwhile president is a "good guy" the new president can (usually, depending on the bylaws) appoint him to a pre-existing committee - or even have him chair one, which might put him on the Board - as the new president sees fit.  That way the IPP's experience and value can be put to good use, when needed, without the danger of setting up an adversarial situation which would require a bylaw amendment to get out of.

Here's some more reasons

1) The President resigns and wants nothing to do with the organization.
 
2) The President simply doesn't run for election again because he's had enough, and never shows up at a board meeting.
 
3) The President is booted out of office for being incompetent, or for something more nefarious.
 
4) The President dies.
 
5) The President resigns and moves (wants to help but isn't around).

6) Even worse is the bylaw assignment of the IPP to chair a committee - such as nominating.  Then he dies/quits/leaves town, &c.  You are then stuck with an unfillable (by definition) vacancy.

Note that except for item 4, the IPP may well be part of the quorum requirement for meetings, even though he never shows up.

Our suggestion is to amend your bylaws to eliminate the position.

[Kim Goldsworthy]

The 700+ pages of Robert's Rules of Order Newly Revised [11th ed., 2011] does not contain the term "immediate past _____" (anything).

If your bylaws have introduced the term, then it will up to the organization to decide what the term means, and when the term applies.

[Shmuel Gerber]

2 hours ago, Guest Puzzled said:

Our By-Laws state the following:

The president's term lasts from January 1 thru December 31. The immediate past president serves on the Board (except where s/he resigns as president, is removed for good cause, or otherwise fails to complete a full term of office for other than health reasons).

Mary is the president and Tom is the immediate past president.

Mary resigns from office and Bob completes her term.

• Who is the immediate past president while Bob completes Mary's term?

Bob is re-elected for a second term.

• Who is the immediate past president during Bob's second term?  Can Bob be considered president and immediate past president?

Although RONR does not define "immediate past president," it seems to me that when Mary resigns from the office of president, Mary is then the immediate past president, and she remains the immediate past president until Bob is no longer president (at which time Bob becomes the immediate past president).

What I'm still puzzling over are the multiple negatives in "serves . . . except where s/he . . . otherwise fails . . . for other than health reasons." If the immediate past president completed a full term of office as president only for health reasons, does she serve on the board or not?

[D_K]

As stated above, it is up to your organization to interpret its bylaws. And jstackpo has laid out the many good reasons for not having the IPP serve on the board.

However, I don't see any ambiguity in the portion of the bylaws you provided. Mary is now the IPP, but she does not serve on the board because she became the IPP by resigning. Tom does not continue to serve on the board because he is no longer the IPP. While Bob is president, the board will be one person smaller.

Bob's reelection does not change that because he is not yet a past president.

[Richard Brown]

D_K's response above sounds as reasonable as anything I can come up with and is what I see as one of only two possible solutions. It is the best answer I can come up with as to "Who is the immediate past president who is eligible to serve on the board"?  The answer is, perhaps. no one.   Mary is clearly the "immediate past president", as Mr. Gerber pointed out, but she is not eligible to serve.

The other solution/answer would be that the organization "reaches back" to the most recent immediate past president who is eligible to serve on the board.   Does anybody think that is a reasonable interpretation?   Or is it simply up to the organization to interpret how to apply the relevant bylaw provision?   For example, was the intent, when something like this happens, to "reach back" or to just have the board one member short?   Does anybody have another suggestion?

btw, I agree that Bob cannot simultaneously be president and immediate past president, at least in the sense of serving on the board.  And I think Mary is technically still the immediate past president in Bob's second term, but she is still ineligible to serve on the board.

[Curiosulus]

I don't think that's a reasonable interpretation, although it's what the OP is getting at. "Immediate past president" (uncapitalized) suggests a factual situation, not a designated office. Reaching back to appoint someone else to the board is making stuff up. I agree with Mr. Gerber.

[J. J.]

On 5/11/2016 at 10:38 PM, Shmuel Gerber said:

Although RONR does not define "immediate past president," it seems to me that when Mary resigns from the office of president, Mary is then the immediate past president, and she remains the immediate past president until Bob is no longer president (at which time Bob becomes the immediate past president).

What I'm still puzzling over are the multiple negatives in "serves . . . except where s/he . . . otherwise fails . . . for other than health reasons." If the immediate past president completed a full term of office as president only for health reasons, does she serve on the board or not?

I disagree.  The bylaws state that a president who resigns is not the immediate past president (IPP).  Mary resigned.  Therefor she is not the IPP. 

 

I feel that, based on the cited bylaw, there is no person eligible to be IPP.  I think the bylaws would have to define what qualifications there are for this office.  For example, if the bylaws would define the position as being being the person who held the office as "the last person to hold the office of president prior to the incumbent president" there is no IPP.   If the bylaws said that it is the last person who isn't the incumbent president, held the presidency and was otherwise qualified, then it would be the person who was president before John's first term. 
 

[Josh Martin]

11 hours ago, Richard Brown said:

The other solution/answer would be that the organization "reaches back" to the most recent immediate past president who is eligible to serve on the board.   Does anybody think that is a reasonable interpretation?

No, I do not think this is reasonable. The bylaws provide that "The immediate past president serves on the Board (except where s/he resigns as president, is removed for good cause, or otherwise fails to complete a full term of office for other than health reasons)." There is nothing suggesting that if the IPP does not serve on the board, someone else shall serve instead.

8 hours ago, J. J. said:

I disagree.  The bylaws state that a president who resigns is not the immediate past president (IPP).  Mary resigned.  Therefor she is not the IPP.

That's not exactly what the bylaws say. They say that the Immediate Past President shall serve on the board, except under certain conditions. It seems to me that Mary is the IPP, but will not serve on the board.

[Richard Brown]

On 5/11/2016 at 9:38 PM, Shmuel Gerber said:

Although RONR does not define "immediate past president," it seems to me that when Mary resigns from the office of president, Mary is then the immediate past president, and she remains the immediate past president until Bob is no longer president (at which time Bob becomes the immediate past president).

 

On 5/11/2016 at 0:36 AM, D_K said:

However, I don't see any ambiguity in the portion of the bylaws you provided. Mary is now the IPP, but she does not serve on the board because she became the IPP by resigning.

 

9 hours ago, J. J. said:

I disagree.  The bylaws state that a president who resigns is not the immediate past president (IPP).  Mary resigned.  Therefor she is not the IPP. 

 

51 minutes ago, Josh Martin said:

That's not exactly what the bylaws say. They say that the Immediate Past President shall serve on the board, except under certain conditions. It seems to me that Mary is the IPP, but will not serve on the board.

I agree with the interpretations of Shmuel, D_K and Josh (and Curiosulus).  It seems clear to me that Mary IS the immediate past president, but is ineligible to serve on the Board.  I believe J.J. has mis-read the bylaw provision.

As to who serves on the board as IPP, I agree that in this situation it appears no one is eligible and the board will be one member short.  However, as we have all said, it is up to the organization to interpret that provision.  If those who drafted the provision can convince the membership that the intent was that they "reach back" to find the first eligible past president, then so be it.  I have seen such provisions in bylaws, but I don't  see where these bylaws say that.  Reading the bylaws in their entirety, especially the provisions regarding the board, officers, etc, might shed more light on it.

[J. J.]

On 5/12/2016 at 9:27 AM, Josh Martin said:

No, I do not think this is reasonable. The bylaws provide that "The immediate past president serves on the Board (except where s/he resigns as president, is removed for good cause, or otherwise fails to complete a full term of office for other than health reasons)." There is nothing suggesting that if the IPP does not serve on the board, someone else shall serve instead.

That's not exactly what the bylaws say. They say that the Immediate Past President shall serve on the board, except under certain conditions. It seems to me that Mary is the IPP, but will not serve on the board.

I can agree on that, and with Richard, if that is what bylaws say.

[Gary Novosielski]

On 5/12/2016 at 10:12 AM, Richard Brown said:

I agree with the interpretations of Shmuel, D_K and Josh (and Curiosulus).  It seems clear to me that Mary IS the immediate past president, but is ineligible to serve on the Board.  I believe J.J. has mis-read the bylaw provision.

As to who serves on the board as IPP, I agree that in this situation it appears no one is eligible and the board will be one member short.  However, as we have all said, it is up to the organization to interpret that provision.  If those who drafted the provision can convince the membership that the intent was that they "reach back" to find the first eligible past president, then so be it.  I have seen such provisions in bylaws, but I don't  see where these bylaws say that.  Reading the bylaws in their entirety, especially the provisions regarding the board, officers, etc, might shed more light on it.

I agree with Shmuel, et al., that Mary having resigned, there is an IPP, but there is no IPP on the board.   And I agree with Mr. Brown that if the bylaws had meant to say that some other past president would serve in this situation, they could have, but in this case do not.  The word immediate means what it says.  It does not mean most recent among those not disqualified.