Removal of President

[Guest Fighter for Rights]

Our bylaws state “ Officers will fulfill their duties until such time as they are relieved of such duties, either by new election, letter of resignation or majority vote of the board”

we have seven board members and wish to remove the president from office. I believe 3 will vote for removal and 3 will vote against. Can the president vote for or against his own removal? Or must he leave the meeting for the vote? In which case it would be a 3-3 tie vote, can that be a majority?

[jstackpo]

1 minute ago, Guest Fighter for Rights said:

Can the president vote for or against his own removal?

Yes, since he/she is a member of the board.   That makes it a tad more difficult to remove the president, of course, but it is supposed to be.  You don't want to go around removing presidents for light and transient reasons.  That should encourage you to elect a better one next time around.

[George Mervosh]

10 minutes ago, Guest Fighter for Rights said:

Our bylaws state “ Officers will fulfill their duties until such time as they are relieved of such duties, either by new election, letter of resignation or majority vote of the board”

we have seven board members and wish to remove the president from office. I believe 3 will vote for removal and 3 will vote against. Can the president vote for or against his own removal? Or must he leave the meeting for the vote? In which case it would be a 3-3 tie vote, can that be a majority?

Even if he chooses not to vote, 3-3 doesn't cut it and he would not be removed.

[Atul Kapur]

2 hours ago, Guest Fighter for Rights said:

In which case it would be a 3-3 tie vote, can that be a majority?

A majority is more than half. So a tie vote is not a majority and the motion is lost.

The President is entitled to vote, as Dr. Stackpole states, but as soon as he states the motion he should turn the chair over "since it refers to the presiding officer in a capacity not shared in common with other members" (RONR 11th ed, p. 652, Footnote 1).

Note that while the President should not preside over this motion, he can stay in the meeting as a member (and vote).

Edited November 12, 2018 at 08:05 PM by Atul Kapur
Added last paragraph

[Guest Fighter fir Rights]

This newly elected president was upset than an 8 year treasurer was voted off the board by a write in ballot. By the next general meeting he surprised all the members and board by stating that the 1st VP offered to resign, which the President accepted on his own, then called the person with the next most votes (the voted off treasure) and appointed him/her back on the board to fill the vacancy.

the by laws do not allow for appointments for board vacancies. No notice was given to anyone.

[Atul Kapur]

Well, there's a few issues here.

Your bylaws say that an officer can be relieved by a letter of resignation. Where is the letter of resignation from the 1st VP?

Only after that do you get to ask the question of how vacancies are filled.

Reading a lot into the small quote from your bylaws, I would say that the board gets to accept resignations, create vacancies, and fill them.

But that's just my opinion.Your organization will have to make the determination.

 

[Guest Who's Coming to Dinner]

If the president does not have the power, per your bylaws, to accept resignations or fill vacancies, then these actions are null and void. Raise a point of order, which the president will presumably reject, then appeal. A majority will decide.

[Richard Brown]

If your bylaws don't provide for the president to accept a resignation and/or for him to single handedly fill the vacancy, this selection of the person with the next most votes is invalid and is null and void.  The board (or the general membership) must accept the resignation and either the board or the membership, depending on your bylaws must fill the vacancy.  The president has  no such power unless your bylaws expressly grant it to him.

Someone should raise a point of order at the next meeting that the acceptance of the resignation and the appointment to fill the vacancy are both void.  If the president rules the point of order not well taken, two members (the one appealing and someone to second the appeal) should appeal from the decision of the chair.

Note:  It is a bit hard to follow whether you are talking about board meetings or general membership meetings.  It is important to keep them separate and to accurately describe to us which body was meeting.  Your board may or may not have the power to accept resignations and fill vacancies, depending on the exact language of your bylaws.

Do your bylaws expressly give the board this right?  If not, do they give the board the power to conduct the business of the organization between meetings of the membership.  If so, then the board can likely accept the resignation and fill the vacancy.

Finally, was the "offer to resign" an actual letter of resignation?  It can certainly be argued that there is a difference.  What did the letter say?  Was it in writing? If not in writing, was it made at a board meeting or expressed to the president privately?

All of these things make a difference.

Edited to add:  btw, as I believe someone said, if the bylaws don't contain a provision for filling vacancies, they you must have a new election to fill the vacancy.

Edited November 12, 2018 at 08:21 PM by Richard Brown
Added last paragraph

[jstackpo]

38 minutes ago, Richard Brown said:

Edited to add:  btw, as I believe someone said, if the bylaws don't contain a provision for filling vacancies, they you must have a new election to fill the vacancy.

And that election takes place in a general membership meeting, with a previous notice that there will be an election. page 575.

UNLESS the board has "full power and authority between meetings of the membership", page 467,  (check the bylaws), in which case the board can fill the vacancy, (but not the president alone).

[Guest Fighter for Rights]

Thank you, it is a complicated issue. The Resignation was asked for by the president in private to allow the treasurer to be reinstalled. The 1st VP supposedly submitted a resignation letter to the Pres who accepted it unilaterally. The letter was waved at the open board meeting and filed with the secretary (presidents wife). No one else read the letter as it was quickly filed, and the appointment made and sworn in without board or general membership approval.

Before the next General meeting a few private respectful emails were sent to the President pointing out that that the bylaws do not give the president the power to appoint or fill vacancies. And quotes from Roberts Rules stating that rescinding the appointment, giving notice and calling a special election to fill the vacancy is the proper procedure. There was no action taken .  At the next general meeting a Point of order was made, the President declined, feeling that he had done the right thing even though half the board disagreed. He expected this point of order due to the emails and called in friends of the treasurer and himself. An appeal to the decision was made seconded and voted on. The friends all voted that the bylaws and Roberts Rules do not have to be followed, “they are only guidelines “ ! 

Is there anything that can be done now?

this club does not exist without the bylaws right?

[Richard Brown]

1 hour ago, Guest Fighter for Rights said:

An appeal to the decision was made seconded and voted on. The friends all voted that the bylaws and Roberts Rules do not have to be followed, “they are only guidelines “ ! 

Is there anything that can be done now?

Unfortunately, when the members don't want to follow their parliamentary authority and want to believe the rules in it are only "guidelines", there isn't much you can do except to keep trying to educate them.... or resigning and joining another organization.  Sometimes giving the board members a copy of RONR or RONR in Brief does the trick.  RONR In Brief is short enough and easy enough to read that some just might read it.   it's drawback is that it is very basic and does not get into many complex issues of the sort you have.   Sometimes pointing others to this forum or printing out relevant threads to show to them helps.   Good luck! 

Edited November 12, 2018 at 10:53 PM by Richard Brown
Typographical and grammatical Corrections in the first sentence

[Guest Zev]

Perhaps this organization must follow certain legal procedural rules in order to establish the legitimacy of its actions. Does the nature of this organization make any difference?

[Richard Brown]

35 minutes ago, Guest Zev said:

Perhaps this organization must follow certain legal procedural rules in order to establish the legitimacy of its actions. Does the nature of this organization make any difference?

Oh, I doubt that very much. However, if RONR is not their adopted parliamentary authority, then it is true that they don't have to follow it but may use it for guidance only.

[Guest Fighter for Rights]

Our bylaws states in section IV Meetings:

”All meetings shall be conducted in accordance with Roberts Rules of Order (current revised edition) unless superseded by the Association’s current bylaws “

[Richard Brown]

3 minutes ago, Guest Fighter for Rights said:

Our bylaws states in section IV Meetings:

”All meetings shall be conducted in accordance with Roberts Rules of Order (current revised edition) unless superseded by the Association’s current bylaws “

Then it is clear that the rules in RONR are are not just guidelines but are rules which your organization is bound to follow by virtue of a provision in its bylaws.

[Gary Novosielski]

12 hours ago, Guest Fighter for Rights said:

Our bylaws state “ Officers will fulfill their duties until such time as they are relieved of such duties, either by new election, letter of resignation or majority vote of the board”

we have seven board members and wish to remove the president from office. I believe 3 will vote for removal and 3 will vote against. Can the president vote for or against his own removal? Or must he leave the meeting for the vote? In which case it would be a 3-3 tie vote, can that be a majority?

No, 3-3 cannot be a majority.  Majority means more than half; there must be a strictly greater number of Yes votes than No votes.