past president question

[Guest Leeann]

Good afternoon, 

Our bylaws allow for the immediate past president who most recently served as the president to become a board member.  

We have a situation where we are unclear who the immediate past president would be. 

The elected president along with all other Executive officers resigned from the board and a new president was elected from the remaining board of directors for the 3 months prior to the AGM.  We just completed the AGM and now have a new board elected including the 3 month tenured president who is now voted in as a director.
Our bylaws do not reference this issue.  We are hoping to get clarification on 'who' is the immediate past president? Is it:
a) The director who was elected to President as more of an 'appointed elected executive ' to serve until the AGM 
b) The president who resigned, releasing himself from all duties and responsibilities related to the board
c) The most recent past president who has served the board in this capacity for the last 2 years and was the President prior to that. 

Our bylaws state:
In addition to the number of Board members as set out in Article 7.04, the Board shall also include as a voting Director, the Immediate Past President who most recently served as the President of the Society. Or, if he or she is unwilling or unable to serve, the Board may either leave the position vacant or fill the vacancy as one coming within the meaning of and pursuant to Article 7.12 by offering the position chronologically (starting with the most recent) to persons who have been a Past President within the past 3 years. If no such qualifying Past President accepts the position, the Board may appoint any Member it chooses. If the position is filled pursuant to Article 7.12, the appointed Member shall be in addition to the number of Board members as set out in Article 7.04 and shall serve as a Director but not, except if the Member is in fact a Past President, as a Past President. The Immediate Past President is the designated Board representative for the Past Presidents Council.

Thank you so much for your time and consideration, 
LA

[Josh Martin]

1 hour ago, Guest Leeann said:

The elected president along with all other Executive officers resigned from the board and a new president was elected from the remaining board of directors for the 3 months prior to the AGM.  We just completed the AGM and now have a new board elected including the 3 month tenured president who is now voted in as a director.
Our bylaws do not reference this issue.  We are hoping to get clarification on 'who' is the immediate past president? Is it:
a) The director who was elected to President as more of an 'appointed elected executive ' to serve until the AGM 
b) The president who resigned, releasing himself from all duties and responsibilities related to the board
c) The most recent past president who has served the board in this capacity for the last 2 years and was the President prior to that. 

RONR does not have a position of "Immediate Past President" and most members of this forum recommend against having such a position as it seems to inevitably cause problems. As a result, it will ultimately be up to your organization to interpret its own bylaws.

As a general matter, the words themselves (Immediate Past President) suggest that this is the person who served as President immediately prior to the current President, regardless of how long that person served as President, how or why that person became President, and how that person left the office of President.

So since you say that "a new president was elected from the remaining board of directors for the 3 months prior to the AGM," it would seem to me that person is the Immediate Past President.

[Atul Kapur]

Agreeing with Mr. Martin, I add that your Immediate Past President (IPP) position is filled and there is no vacancy.

You say that "Our bylaws do not reference this issue." but they do:

2 hours ago, Guest Leeann said:

the Immediate Past President who most recently served as the President of the Society.

That person appears to be "the 3 month tenured president". Since that person was also voted in as a director, that person holds two positions on your board (NOTE: this person only has one vote, no matter how many positions they fill).

This person could--but is not required to--resign as an elected director and keep the IPP position. That would result in a vacancy that could be filled by the procedure that is in your bylaws.

[Guest Leeann]

Thank you very much for your help, the person holds two roles makes sense.  I really appreciate your time, hope you have a great day