Leo Posted February 28, 2020 at 06:54 PM Report Share Posted February 28, 2020 at 06:54 PM If a proviso related to a bylaw revision states, "The election of officers and directors at this annual meeting shall be by ballot" and there is only on nominee for a particular office, must the ballot vote be conduct or can the one nominee for this particular office be declared elected? The revised bylaws do not require the vote by ballot at the annual meetings. Quote Link to comment Share on other sites More sharing options...
Dan Honemann Posted February 28, 2020 at 07:18 PM Report Share Posted February 28, 2020 at 07:18 PM These facts are rather skimpy, but it would appear that a ballot vote will have to be taken. Quote Link to comment Share on other sites More sharing options...
Shmuel Gerber Posted February 28, 2020 at 08:34 PM Report Share Posted February 28, 2020 at 08:34 PM (edited) 1 hour ago, Leo said: If a proviso related to a bylaw revision states, "The election of officers and directors at this annual meeting shall be by ballot" and there is only on nominee for a particular office, must the ballot vote be conduct or can the one nominee for this particular office be declared elected? The revised bylaws do not require the vote by ballot at the annual meetings. 1 hour ago, Daniel H. Honemann said: These facts are rather skimpy, but it would appear that a ballot vote will have to be taken. The answer seems so obvious that I have to wonder why the question was even asked. The general rule in RONR is clear: “If the bylaws require the election of officers to be by ballot and there is only one nominee for an office, the ballot must nevertheless be taken for that office unless the bylaws provide for an exception in such a case. In the absence of the latter provision, members still have the right, on the ballot, to cast "write-in votes" for other eligible persons.” (11th ed., pp. 441-42) [Edited to add: I suppose the question is whether a proviso has the force of a bylaw provision, and, if not, whether the rule of the proviso can be suspended.] Is the election taking place at the annual meeting at which this bylaw revision goes into effect? Was the bylaw revision adopted already, or has it merely been proposed? Does the pre-revision version of the bylaws require a ballot vote at the annual meetings? Edited February 28, 2020 at 08:37 PM by Shmuel Gerber Quote Link to comment Share on other sites More sharing options...
Leo Posted February 29, 2020 at 12:56 PM Author Report Share Posted February 29, 2020 at 12:56 PM The concern was about the rank of a proviso. Since a proviso is not one of the bylaws being adopted and it is not a special rule of order for a meeting what is its rank. The answer from Mr. Honemann indicates the proviso has the rank of a bylaw when dealing with ballots and cannot be suspended. Quote Link to comment Share on other sites More sharing options...
Dan Honemann Posted February 29, 2020 at 02:29 PM Report Share Posted February 29, 2020 at 02:29 PM The point is that the existence of the proviso would appear to indicate that the bylaws sought to be revised require a ballot vote. Quote Link to comment Share on other sites More sharing options...
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