Change board position when a vacancy becomes open

[Guest Fighter for Rights]

Can current board members change their positions to fill a vacancy to leave a different vacancy position open for special election?  the bylaws do not address this.

[Hieu H. Huynh]

The board only has such powers that the bylaws provide.

[Guest Fighter for Rights]

More info, The vacancy was left by 1st VP and 2nd VP doesn't want to step up, but the treasurer would like to be 1st VP and then the treasurer position would be vacant for special election.  If this is ok to be done, what would the proper procedure be?

[Hieu H. Huynh]

The body that elected members to these positions would fill the vacancies unless your bylaws provide otherwise.

[jstackpo]

No.  The vacancy is in the specific position just vacated.

[Guest Who's Coming to Dinner]

22 minutes ago, Guest Fighter for Rights said:

More info, The vacancy was left by 1st VP and 2nd VP doesn't want to step up, but the treasurer would like to be 1st VP and then the treasurer position would be vacant for special election.  If this is ok to be done, what would the proper procedure be?

The Second VP became First VP automatically. So now your new First VP will have to resign if (s)he doesn't want the job. Your treasurer can then run for the office.

[Fighter for Rights]

Thanks for your replies,

So, if the 2nd VP becomes the 1st VP then the 2nd VP position would be open for the Treasurer to run for, if she gets it, she steps down from the treasurer position , which then will be vacant and voted on separately?  She should not have to resign to run for 2nd VP though right?  And this all can be done in the same special election, correct?

[Joshua Katz]

35 minutes ago, Fighter for Rights said:

She should not have to resign to run for 2nd VP though right? 

Right.

 

35 minutes ago, Fighter for Rights said:

And this all can be done in the same special election, correct?

If the way you fill vacancies is through special election, and proper notice has been given, then yes.

[Richard Brown]

Based on the information we have, I agree with most of the previous responses. However, I think they are based at least in part on incomplete information and assumptions that we are not entitled to make just yet. We need more information.

For example, what do the bylaws say about vacancies? We don't know what the bylaws say so we cannot say for a fact that the second VP automatically became first VP when the first VP resigned. If the bylaws are truly silent and if RONR controls, then, yes, the second VP automatically became first VP whether he likes it or not.

Also, we don't know if a special election is really necessary. What, if anything, do the bylaws to say about filling vacancies?   Is anything said about how vacancies are filled and whether a special election is necessary? Does the board have the power to fill vacancies? For example, if the bylaws grant the board the power to conduct the affairs of the organization between meetings of the membership, then that clause would empower the board to fill vacancies unless they bylaws provide otherwise.

If the board does have the power to fill vacancies, then this "swapping around" can be done by the board without a special election as long as the proper steps are followed.

Edited October 17, 2018 at 02:16 PM by Richard Brown
Typographical correction

[Guest Zev]

Quote

Sometimes the bylaws provide that the different vice-presidents shall have administrative charge of different departments.

RONR 11th ed. page 458.

The possibility exist that this organization may have this setup and it may account for the 2nd vice-president not wishing to switch departments for any number of reasons. The OP can clarify this and Mr. Brown's questions.

[Fighter for Rights]

The bylaws do not address vacancies. Here is all I can find in the bylaws that is at all related: 1. “Board officers shall be elected for a term of one year by a majority vote of the members present, but only after the entire membership shall have been duly notified of such election”.  2. Duties of the Vice Presidents shall be (c) (in sequence of title position) to assume the presidents duties in cases the officer becomes incapacitated, continuing duties until the President is able to resume the duties of the office or until the next regular election of officers”.  3. Officers will fulfill their duties until such time as they are relieved of such duties, either by a new election, letter of resignation, or majority vote of the board”.

[Guest Who's Coming to Dinner]

In that case, vacancies may only be filled by the members unless the board has full power and authority over the affairs of the organization between meetings.

I take back my opinion that the Second VP automatically became First VP,  as I cannot find any support for that assertion in RONR. In fact, RONR only mentions the "ripple effect" in connection with a vacancy in the office of President.

[Richard Brown]

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

In that case, vacancies may only be filled by the members unless the board has full power and authority over the affairs of the organization between meetings.

I take back my opinion that the Second VP automatically became First VP,  as I cannot find any support for that assertion in RONR. In fact, RONR only mentions the "ripple effect" in connection with a vacancy in the office of President.

You might not want to take it back.  This is from page 458 of RONR, 11th edition:

"Some societies elect several vice-presidents in an order of precedence: first, second, third, and so on. In case of the resignation or death of the president, the vice-president (if there is only one) or the first vice-president (if there are more than one) automatically becomes president for the unexpired term, unless the bylaws expressly provide otherwise for filling a vacancy in the office of president. The second vice-president, if there is one, then becomes first vice-president, and so on, with the vacancy to be filled occurring in the lowest-ranking vice-presidency. Sometimes the bylaws provide that the different vice-presidents shall have administrative charge of different departments."   (Emphasis added by RB)

[Fighter for Rights]

Thank you so much for your responses. 

Our board has not been given power over the assembly in between meetings, so a special election will have to be called to fill the 2nd VP position, as the 2nd VP should fill the vacant 1st VP position, based on our bylaws and the supporting info you provided from RONR.

[Guest Who's Coming to Dinner]

2 hours ago, Richard Brown said:

You might not want to take it back.  This is from page 458 of RONR, 11th edition:

"Some societies elect several vice-presidents in an order of precedence: first, second, third, and so on. In case of the resignation or death of the president, the vice-president (if there is only one) or the first vice-president (if there are more than one) automatically becomes president for the unexpired term, unless the bylaws expressly provide otherwise for filling a vacancy in the office of president. The second vice-president, if there is one, then becomes first vice-president, and so on, with the vacancy to be filled occurring in the lowest-ranking vice-presidency. Sometimes the bylaws provide that the different vice-presidents shall have administrative charge of different departments."   (Emphasis added by RB)

This passage tells us what happens when the presidency is vacated. Does the same mechanism operate when one of the vice-presidents resigns?

[Richard Brown]

1 hour ago, Guest Who's Coming to Dinner said:

This passage tells us what happens when the presidency is vacated. Does the same mechanism operate when one of the vice-presidents resigns?

Good point.  It doesn't say so in so many words, but I see no reason why a different advancement "scheme" should apply when the First Vice president resigns.   I suppose, though, that this could turn into a matter of bylaws interpretation.  I'm anxious to see what others think.  Personally, I've never liked the  "everybody moves up one position" rule in RONR, but it is what it is.  My reason for not being fond of it is that organizations which have more than one vice president  usually assign specific duties and responsibilities to each vice president and candidates run for a particular vice president position because of the job description of that position.   I don't care much for everyone in the chain having to take on a new job.

[Guest Zev]

Also, perhaps both the treasurer and the 2nd VP should resign and then express their desire to be elected to 1st VP and 2nd VP respectively leaving the treasurer's position open. The downside to this would be the assembly having a different opinion on this matter and reject one or possibly both requests and elect three other candidates. Don't forget GWCD's question above. My guess is no, unless the bylaws provide for that eventuality. 

[Richard Brown]

1 hour ago, Guest Zev said:

Don't forget GWCD's question above. My guess is no, unless the bylaws provide for that eventuality.  

Can you be a bit more specific about just what question you are referring  to?   Perhaps a copy and paste or quote. . . .

 

[Gary Novosielski]

23 hours ago, Guest Who's Coming to Dinner said:

The Second VP became First VP automatically. So now your new First VP will have to resign if (s)he doesn't want the job. Your treasurer can then run for the office.

I don't believe there is any such rule in RONR except in the case where the President vacates the presidency.  In that case numbered VPs shift down (or if you prefer, up) by one.  But when a vacancy occurs in the 1st VP,  that's where the vacancy is.

[Richard Brown]

14 minutes ago, Gary Novosielski said:

I don't believe there is any such rule in RONR except in the case where the President vacates the presidency.  In that case numbered VPs shift down (or if you prefer, up) by one.  But when a vacancy occurs in the 1st VP,  that's where the vacancy is.

You got a citation for that?  I understand the logic of it, but it's also logical that the "bumping up" among vice presidents that takes place when the president resigns should also  take place when the 1st VP resigns. 

In the case of the president resigning, the 1st VP automatically becomes president, creating a vacancy in the office of 1st VP.  But, RONR says that the 2nd VP automatically moves up to that position... and so on down the line of VP's.  I don't see where it should be any different when the  1st VP resigns.  His position is now vacant and it seems the 2nd VP should automatically move up  to it just like he does when the president resigns.

I  agree that RONR is silent on that point, but the logic of each "junior" VP moving up seems like it should apply in both situations.

Edited to add:  I can be happy with it either way, as I don't really like the RONR rule  that each VP moves up a notch when the president  resigns, but it seems that the  same logic should apply when the 1st VP resigns.

Edited October 18, 2018 at 02:15 AM by Richard Brown
Added last paragraph

[Gary Novosielski]

Well, here's the language:

Quote

 

In case of the resignation or death of the president, the vice-president (if there is only one) or the first vice-president (if there are more than one) automatically becomes president for the unexpired term, unless the bylaws expressly provide otherwise for filling a vacancy in the office of president. The second vice-president, if there is one, then becomes first vice-president, and so on, with the vacancy to be filled occurring in the lowest-ranking vice-presidency.

[emphasis in original]

 

The rule is invoked only upon a presidential vacancy, as is made clear in the first line, and is emphasized by language later on.   There is no reason to assume that when, say the 2VP alone resigns, the 3VP moves up, since this is not a "case of the resignation or death of the president," so the general vacancy-filling provisions would apply in that case.

I have no citation for a rule that is not contained in RONR.  I'm not saying it would be a bad rule, but if it is found to be desirable, it would need to be put in bylaws, in my opinion.

[Joshua Katz]

4 hours ago, Richard Brown said:

Good point.  It doesn't say so in so many words, but I see no reason why a different advancement "scheme" should apply when the First Vice president resigns.   I suppose, though, that this could turn into a matter of bylaws interpretation.  I'm anxious to see what others think.  Personally, I've never liked the  "everybody moves up one position" rule in RONR, but it is what it is.  My reason for not being fond of it is that organizations which have more than one vice president  usually assign specific duties and responsibilities to each vice president and candidates run for a particular vice president position because of the job description of that position.   I don't care much for everyone in the chain having to take on a new job.

I also have trouble fathoming why the logic wouldn't extend. On the wisdom of the rule, well, I tend to agree, but it makes no less sense than the Secretary of Agriculture being higher in line to the Presidency than the Secretary of Homeland Security.

[Hieu H. Huynh]

Related to the last few comments, perhaps this old thread may be helpful.

[Richard Brown]

17 minutes ago, Hieu H. Huynh said:

Related to the last few comments, perhaps this old thread may be helpful.

Thanks, Hieu, that is very helpful.  I had completely forgotten about that old thread.  Reading it again just now, I'm struck by how  I said just about exactly the same thing about the subject in my posts today as I did in that old thread from three and a half years ago! 

Edited October 18, 2018 at 04:47 AM by Richard Brown