Good Standing

[Aguiberson]

A club has 4 classes of membership, one being "inactive."  The bylaws state that an inactive member does not pay dues, and may be in that status for a maximum of 2 consecutive years.  After that time, they must resume active membership or submit a written resignation.  While they are inactive, the right to vote is suspended. 

For some reason, the Nominating Committee has nominated an inactive member for Treasurer.  The bylaws say the qualifications for Treasurer must have served on the Finance Committee for one year and have been a member in good standing for at least two years. 

RONR (12th ed., 1:13) provides that an assembly’s membership is limited to persons who are recorded on the rolls of the society as voting members and who are in good standing.

RONR 1:13fn regarding good standing also states:  3. Members in good standing are those whose rights as members of the assembly are not under suspension as a consequence of disciplinary proceedings or by operation of some specific provision in the bylaws. A member may thus be in good standing even if in arrears in payment of dues (see 45:1, 56:19). If only some of an individual’s rights as a member of the assembly are under suspension (for example, the rights to make motions and speak in debate), other rights of assembly membership may still be exercised (for example, the rights to attend meetings and vote).

 

Do you think an inactive member meets the qualifications to be a candidate for Treasurer?  Why or why not? 

[George Mervosh]

3 minutes ago, Aguiberson said:

For some reason, the Nominating Committee has nominated an inactive member for Treasurer.  The bylaws say the qualifications for Treasurer must have served on the Finance Committee for one year and have been a member in good standing for at least two years. 

Hi Ann -  At first blush, it appears the nominating committee believes that a nominee does not need to be in good standing prior to the election, just that, at some point during their tenure with the group, the nominee was in good standing for at least two years.  I couldn't fathom a guess if that's a valid interpretation of the bylaw in question, but I can't think of any other reason at this point.  

[Aguiberson]

George.  I don't think you can assume that an inactive member is not in good standing.  They seem to have some sort of standing and just can't vote.  RONR seems to make a distinction between the ability to vote and being in good standing. 

[Josh Martin]

30 minutes ago, Aguiberson said:

The bylaws say the qualifications for Treasurer must have served on the Finance Committee for one year and have been a member in good standing for at least two years. 

Do the bylaws define "in good standing?"

30 minutes ago, Aguiberson said:

Do you think an inactive member meets the qualifications to be a candidate for Treasurer?  Why or why not? 

I'm not entirely certain.

On the one hand, I do not think this person is presently "in good standing" in the sense that term is used in RONR. The text provides that "Members in good standing are those whose rights as members of the assembly are not under suspension as a consequence of disciplinary proceedings or by operation of some specific provision in the bylaws." So a member who is currently deprived of the right to vote (as is the case here) is not "in good standing" because some of the member's rights are under disciplinary suspension by operation of a specific provision in the bylaws.

I don't necessarily know, however, that this is what "in good standing" means in the context of the organization's bylaws.

The other complication is that the rule in question says the person "must have served on the Finance Committee for one year and have been a member in good standing for at least two years." This is somewhat ambiguous. It is not entirely clear that the person must currently be a member in good standing in order to serve as Treasurer. Conceivably, a person who was a "member in good standing" for two years, but no longer is a member in good standing, might be eligible under the rule.

It is ultimately, of course, up to the organization to interpret its own bylaws. In the long run, it would seem beneficial to amend the bylaws for clarity.

12 minutes ago, Aguiberson said:

George.  I don't think you can assume that an inactive member is not in good standing.  They seem to have some sort of standing and just can't vote.  RONR seems to make a distinction between the ability to vote and being in good standing. 

I don't think that RONR makes such a distinction. The rule states that "Members in good standing are those whose rights as members of the assembly are not under suspension as a consequence of disciplinary proceedings or by operation of some specific provision in the bylaws." The right to vote is included under the "rights as members of the assembly," and the rule which provides that inactive members lose the right to vote is "some specific provision in the bylaws.

While the text does go on to say that "If only some of an individual’s rights as a member of the assembly are under suspension (for example, the rights to make motions and speak in debate), other rights of assembly membership may still be exercised (for example, the rights to attend meetings and vote)" I don't believe this text changes the definition of "in good standing" in the first sentence.

If an organization intends to use the "in good standing" qualifier as a requirement for office, it is advisable that the organization clearly define what this means in the context of its rules.

[Richard Brown]

44 minutes ago, Aguiberson said:

Do you think an inactive member meets the qualifications to be a candidate for Treasurer?  Why or why not? 

Ultimately, this is a matter of bylaws interpretation. However, based on what you have told us, my answer is Yes, I think that member meets the qualifications as set out in your bylaws and that is what counts (assuming he meets the other qualifications).

Your bylaws specifically provide for a non-voting category of membership called  “inactive members“.  The bylaws specifically categorize them as members but without voting rights. I think that provision supersedes any contrary definition in RONR. Further, I see no indication that the member is not in good standing, although it would be nice if the bylaws defined what it takes to be or not be in good standing

BTW, I agree with George that it is good to see you here and I hope you are doing well! Please come back more often!

[Aguiberson]

Thank you, George, Richard, and Josh.  I agree they need to define "good standing."  I also think they need to add more definition to the rights of the inactive member.  The terminology would seem to me to indicate they aren't participating -- but in this case COVID-19 pandemic comes into play and it was a matter of not being able to pay dues rather than ducking out for a while. 

In spite of these great ideas, I still could go either way on this one.