robert south Posted March 20, 2021 at 11:53 AM Report Share Posted March 20, 2021 at 11:53 AM Can the position of secretary pro tem be filled by someone who is not a member of an assembly? Our board of trustees is losing our secretary in March. Our fiscal year ends in June and there will be new officers elected. Our bylaws authorize the board to fill empty offices until the next election. The ideal candidate would be a former president who left office last June due to term limits (and who attends all our meetings as editor of the newsletter), but our bylaws prohibit her from holding any office for a year after leaving. Can we make her secretary pro tem of the board and let her take minutes even though she cannot be a member of the board? Quote Link to comment Share on other sites More sharing options...
Josh Martin Posted March 20, 2021 at 12:39 PM Report Share Posted March 20, 2021 at 12:39 PM 40 minutes ago, robert south said: Can the position of secretary pro tem be filled by someone who is not a member of an assembly? Our board of trustees is losing our secretary in March. Our fiscal year ends in June and there will be new officers elected. Our bylaws authorize the board to fill empty offices until the next election. The ideal candidate would be a former president who left office last June due to term limits (and who attends all our meetings as editor of the newsletter), but our bylaws prohibit her from holding any office for a year after leaving. Can we make her secretary pro tem of the board and let her take minutes even though she cannot be a member of the board? Yes to both questions. A Secretary Pro Tem does not need to be a member of the assembly, and a person could serve as Secretary Pro Tem even although the person is currently ineligible to serve as Secretary. So the former President could be elected as Secretary Pro Tem. It should be noted, however, that this office only has the duties and authority of the Secretary in connection with meetings, and would not have any additional duties assigned to the office of Secretary by your bylaws. The duties of the Secretary in parliamentary law are described in RONR (12th ed.) 47:32-36. I would note that if a person is to be elected as a pro tem officer for a period longer than the current meeting (which appears to be the intent), previous notice must be given of the election, the same as when holding an election to fill a vacancy. Quote Link to comment Share on other sites More sharing options...
Guest Puzzling Posted March 20, 2021 at 12:39 PM Report Share Posted March 20, 2021 at 12:39 PM 41 minutes ago, robert south said: Can the position of secretary pro tem be filled by someone who is not a member of an assembly? Our board of trustees is losing our secretary in March. Our fiscal year ends in June and there will be new officers elected. Our bylaws authorize the board to fill empty offices until the next election. The ideal candidate would be a former president who left office last June due to term limits (and who attends all our meetings as editor of the newsletter), but our bylaws prohibit her from holding any office for a year after leaving. Can we make her secretary pro tem of the board and let her take minutes even though she cannot be a member of the board? Can you quote (not paraphrase) what is in your bylaws? The board can invite guests to their meetings (also ex boardmembers) but they cannot vote. Force rest it depends on what is in your bylaws so will wait for that :) Quote Link to comment Share on other sites More sharing options...
Josh Martin Posted March 20, 2021 at 12:45 PM Report Share Posted March 20, 2021 at 12:45 PM 5 minutes ago, Guest Puzzling said: Can you quote (not paraphrase) what is in your bylaws? The board can invite guests to their meetings (also ex boardmembers) but they cannot vote. Force rest it depends on what is in your bylaws so will wait for that I suppose it's possible that an organization's bylaws might limit who the society could appoint as Secretary Pro Tempore, but it seems highly unlikely. Quote Link to comment Share on other sites More sharing options...
robert south Posted March 20, 2021 at 02:20 PM Author Report Share Posted March 20, 2021 at 02:20 PM (edited) "...The Board of Trustees shall consist of four Trustees and four officers. All elected officers of the Church shall be members of the Board of Trustees ex-officio. The officers of the Church shall be a President, Vice-President, Secretary and Treasurer. The officers shall be elected at the annual meeting of the membership for terms of one year each. One half of the trustees shall be elected at each annual meeting for a term of two years... A person who has served for three consecutive years as President shall not be eligible for reelection or for election as a Trustee until the expiration of one year after the term as President has been completed...Vacancies in any office, election to which is vested in the Church, may be filled by the Board of Trustees until the next annual meeting when the Church shall fill the vacancy. " My thinking is that this prevents the recently termed out ex president from being appointed secretary (elected to it by the board?) because that would be making her a trustee (albeit ex officio). I suppose some sophistry could dance around this. However, the intent seems to be to bar all people leaving due to term limits from serving on the board at all for a year, except for one exception: "A person who has served for three consecutive years as Vice President shall not be eligible for reelection or for election as a Trustee until the expiration of one year after the term as Vice President has been completed, but may be elected President. A person who has served three consecutive terms of two years as a trustee shall not be eligible for reelection until the expiration of one year after the third term has been completed." And there's nothing in the bylaws about a secretary pro tem of any sort. Edited March 20, 2021 at 02:37 PM by robert south Quote Link to comment Share on other sites More sharing options...
Josh Martin Posted March 20, 2021 at 07:39 PM Report Share Posted March 20, 2021 at 07:39 PM 5 hours ago, robert south said: "...The Board of Trustees shall consist of four Trustees and four officers. All elected officers of the Church shall be members of the Board of Trustees ex-officio. The officers of the Church shall be a President, Vice-President, Secretary and Treasurer. The officers shall be elected at the annual meeting of the membership for terms of one year each. One half of the trustees shall be elected at each annual meeting for a term of two years... A person who has served for three consecutive years as President shall not be eligible for reelection or for election as a Trustee until the expiration of one year after the term as President has been completed...Vacancies in any office, election to which is vested in the Church, may be filled by the Board of Trustees until the next annual meeting when the Church shall fill the vacancy. " My thinking is that this prevents the recently termed out ex president from being appointed secretary (elected to it by the board?) because that would be making her a trustee (albeit ex officio). I suppose some sophistry could dance around this. However, the intent seems to be to bar all people leaving due to term limits from serving on the board at all for a year, except for one exception: "A person who has served for three consecutive years as Vice President shall not be eligible for reelection or for election as a Trustee until the expiration of one year after the term as Vice President has been completed, but may be elected President. A person who has served three consecutive terms of two years as a trustee shall not be eligible for reelection until the expiration of one year after the third term has been completed." And there's nothing in the bylaws about a secretary pro tem of any sort. Nothing in these additional facts changes my previous response. Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted March 22, 2021 at 05:10 AM Report Share Posted March 22, 2021 at 05:10 AM I agree that the former president may serve as secretary pro tem. However, I'm not at all convinced that he is ineligible to be elected as secretary for the remainder of the term. I do not read the limitation on being elected as a trustee as necessarily prohibiting his election as secretary. Ultimately, however, this is a matter of interpreting the organization's bylaws, something only the members of the organization may do. Quote Link to comment Share on other sites More sharing options...
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