Postponing the Nomination of Officers

[Guest hguy19]

Hi everyone,

Our by-laws state that the nomination for Officers will be conducted at an October meeting, the election then conducted and the results read at the December meeting. Due to some financial ambiguity, it doesn't seem like we have the monies to fund both an election and conduct the day-to-day activities of the organization, and it seems like there might have been some issue with the finances that are still being sorted out. A general member made a motion to postpone the election to a later meeting (picked a definite date), in order to get the finances of the organization in order and hopefully the current officers can come to some sort of understanding where a costly election will not be necessary (i.e., everyone running unopposed, which is what has happened in the past). This was seconded and voted on by a majority of members present at the meeting. Now, one of the officers is saying that he doesn't believe that motion was valid. However, according to RR Art V Sec 31, it states that, "A matter that is required by the by-laws to be attended to at a specified time or meeting as the election of officers cannot, in advance, be postponed to another time or meeting, but when that specified time or meeting arrives the assembly may postpone it to an adjourned meeting."

So it seems like even though the by-laws say the nominations take place during a certain meeting, RR states that as long as the motion is made at the meeting itself and not beforehand, a motion to postpone is valid. Am I interpreting this correctly?

 

Thanks!

[Bruce Lages]

I believe you are interpreting RONR's statement about postponing a bylaw-mandated pending matter correctly, but that does not appear to be what you have described. You say that a member moved to postpone the election, which is mandated for your December meeting. If you are describing events occurring currently, then you can not postpone an election which will be pending in December at the October meeting. Your last paragraph, however, seems to imply that you think it is nominations that are being postponed.

I think you certainly could postpone the nominations from the October meeting to the December meeting, and then when the election is pending in December postpone the election to a future meeting. Be aware though, that you can not postpone a pending matter to a meeting which is more than a quarterly time period from the meeting in question.

Note also that, in addition to postponing the nominations, you can also just re-open nominations at the election meeting, unless your bylaws specifically prohibit this. Re-opening nominations would provide you with more time to sort out your financial problems and still find willing candidates for office.

[Guest Who's Coming to Dinner]

It seems that Mr. Lages has misread the question. It appears to me that the election was to be held at the October meeting and the results announced in December. "Picked a definite date" implies that an adjourned meeting has been set and the nominations/election postponed to it. This is all perfectly proper. Even if it weren't, what are you going to do about it now? The answer is "Get on with the election as soon as possible," which is already the plan.

 

[Richard Brown]

2 minutes ago, Guest Who's Coming to Dinner said:

It seems that Mr. Lages has misread the question. It appears to me that the election was to be held at the October meeting and the results announced in December. "Picked a definite date" implies that an adjourned meeting has been set and the nominations/election postponed to it. This is all perfectly proper. Even if it weren't, what are you going to do about it now? The answer is "Get on with the election as soon as possible," which is already the plan.

 

The original poster is not really clear, but I read his post as saying the nominations take place in October and the elections take place in December. That would make much more sense than saying the nominations and elections take place at the October meeting, but the election results are not announced until the December meeting.

Guest Hguy19, can you clarify the situation for us?

[Guest Zev]

The OP quotes material from one of the older editions, either the 4th, 5th, or 6th edition page 122. Extremely similar language is on the 11th edition on page 185 and does not appear to be inconsistent with it. Perhaps the OP should consider purchasing the current edition. It is much better, believe me.

[Guest Hguy19]

Hi everyone,

Sorry for the confusion. Our by-laws spell out very specific time frames in order to hold our election. The nominations happen at the October meeting, the ballots are mailed out by a specific date, must be returned by a specific date, and are then announced to the membership at the December meeting, and take effect January 1st. The nominations were postponed to June, and we would do everything with the timeline in the by-laws moved back to then. Terms are for a period of 3 years.

[Guest Hguy19]

To be clear, the‭ issue that people on the board have is whether or not the membership can postpone the nominations at all, since our by-laws say they should be held at a certain time. I’m looking for any literature or precedent on the subject that I could bring to the next meeting, because they will be arguing that the by-laws cannot be undone by RR. I’m arguing that they by-laws weren’t undone, but postponed, and they will still be done the way the by-laws describe.

[Bruce Lages]

Thank you for the clarifications. I'm not aware that RONR addresses postponing an election by mail-in ballots at all, since such an election is never really pending at a meeting. Perhaps one of our other regulars has some more information on this.

As I said originally, if the bylaws state that nominations are to be held at the October meeting, then I believe it is in order - at that October meeting - to postpone the nominations to a future meeting, but one which will be within a quarterly time period. That restriction prevents you from postponing your nominations from October to June, and thus that motion is null and void. You should begin the nomination process as soon as possible, which sounds like the December meeting.

 

[Guest Zev]

Is it not true that the assembly at the October meeting could refer the motion on nominations to a committee and in this fashion overcome the quarterly time period limitation?

[Gary Novosielski]

What motion?  And how would the committee be instructed: "Sit on this motion and take no action before reporting in June"?

[Guest Who's Coming to Dinner]

Based on the new information, I agree with Mr. Lages. The nominations which were to be made at the October meeting could not be postponed beyond a quarterly time interval. Nor can the dates for sending and returning ballots be changed without amending the bylaws.

"I’m arguing that they by-laws weren’t undone, but postponed, and they will still be done the way the by-laws describe."

If you are not following the dates given in the bylaws, then you are not doing things the way the bylaws describe. This gives rise to a continuing breach and a point of order may be raised at any time.

[Josh Martin]

12 hours ago, Guest Hguy19 said:

Our by-laws spell out very specific time frames in order to hold our election. The nominations happen at the October meeting, the ballots are mailed out by a specific date, must be returned by a specific date, and are then announced to the membership at the December meeting, and take effect January 1st. The nominations were postponed to June, and we would do everything with the timeline in the by-laws moved back to then. Terms are for a period of 3 years.

This is not in order. As has been previously noted, something cannot be postponed beyond the next meeting, and it cannot be postponed beyond a quarterly interval, and the election may not be postponed before it is actually pending. This raises an interesting question of whether postponing an election conducted by mail is possible at all, since the election is not pending at a meeting.

11 hours ago, Guest Hguy19 said:

To be clear, the‭ issue that people on the board have is whether or not the membership can postpone the nominations at all, since our by-laws say they should be held at a certain time. I’m looking for any literature or precedent on the subject that I could bring to the next meeting, because they will be arguing that the by-laws cannot be undone by RR. I’m arguing that they by-laws weren’t undone, but postponed, and they will still be done the way the by-laws describe.

An item which the bylaws say occurs at a particular meeting may be postponed when it is actually pending, however, it may not be postponed beyond the next regular meeting, and it may not be postponed beyond a quarterly interval.

I am not certain, however, whether the election can be postponed at all, since it occurs at a specific time outside of a meeting. So it may only be possible to postpone the nominations, and they obviously cannot be postponed beyond the the start of the election.

11 hours ago, Bruce Lages said:

You should begin the nomination process as soon as possible, which sounds like the December meeting.

Which sounds too late to me, since it sounds like voting is over by then.

If the bylaws do not restrict the manner in which nominations are made, perhaps they can be made outside of a meeting. Otherwise, I suppose it’s all write-in votes.

7 hours ago, Guest Zev said:

Is it not true that the assembly at the October meeting could refer the motion on nominations to a committee and in this fashion overcome the quarterly time period limitation?

In the ordinary case, yes, but I am doubtful that this is in order for an election, especially when the election occurs outside of a meeting.

Edited October 16, 2018 at 01:55 PM by Josh Martin