Discovery of violated motion

[LCarr]

Six years ago, a board I serve on passed a motion to extend a member’s term for three years. At the end of that three year extension, the member continued for an additional three year term without going through the nomination procedure normally set out by our bylaws. We recently discovered the error upon reviewing minutes from past meetings.

 The current president wants to have a closed session where we make a motion to retro-actively reinstate the member for the 3 years between when the original motion said the term was up and now.  In further review of the minutes, we’ve discovered there were no close Votes during that three years. The current president wants to reinstate the member prImarily to help the member save face. That doesn’t seem quite right. Is there any good way to handle this situation?

 

 

[Guest Zev]

6 hours ago, LCarr said:

Six years ago, a board I serve on passed a motion to extend a member’s term for three years.

Why did this member's term needed to be extended in the first place? Is this member a regular member or is he a member of the board?

6 hours ago, LCarr said:

At the end of that three year extension, the member continued for an additional three year term without going through the nomination procedure normally set out by our bylaws.

Why does the member need to be nominated? Was this a case in which the member needed to be elected and the election was not held for some reason?

6 hours ago, LCarr said:

In further review of the minutes, we’ve discovered there were no close Votes during that three years.

I do not understand. Was is meant by "...no close votes."? And why was any voting necessary?

6 hours ago, LCarr said:

The current president wants to reinstate the member prImarily to help the member save face.

Why does this individual need to be reinstated? Is he not a member of this organization at the present time? Why would this member need to save face? Apparently he overstayed his office for three years, but if he exercised his office properly there does not seem to be anything to be ashamed of.

6 hours ago, LCarr said:

That doesn’t seem quite right. Is there any good way to handle this situation?

 Consider this: if the member contributed to the organization and just overstayed his office then it seems that if the assembly feels strongly about this situation then some member can move a motion of censure or perhaps expel the member if anything extreme took place that would bring discredit to the organization. Otherwise the assembly can make a decision on whether they wish to terminate his term of office and call another election, with or without a disciplinary trial, or just wait until the next election cycle and see if he wishes to run again or not. Just because there was an oversight does not necessarily mean that drastic measures need to be taken. After all, the member may have acted in good faith. But if he did not, and it can be shown that he did not, then some disciplinary measure may be appropriate. 

[LCarr]

The board member had a different position, as a voting representative from a constituent group, and their 6 year term was up in that position. The board voted to bring her back on for a special term.

All potential board members are presented by the nominations committee before membership on the board is voted upon. Board members are limited to 3, 3 year terms. 
 

We reviewed the minutes from previous meetings to see if any motions had passed by narrow margins. In the last three years, that has not happened. 
 

She has acted in good faith.

[Atul Kapur]

4 hours ago, LCarr said:

Board members are limited to 3, 3 year terms.

If I understand correctly (and I am not at all sure I do, because your structure seems to allow the board to appoint its own membership), this person has served a total of 12 years. If you truly have a term limit of 9 years in your bylaws (3 terms of 3 years each), that provision cannot be suspended.

[Dan Honemann]

22 minutes ago, Atul Kapur said:

If I understand correctly (and I am not at all sure I do, because your structure seems to allow the board to appoint its own membership), this person has served a total of 12 years. If you truly have a term limit of 9 years in your bylaws (3 terms of 3 years each), that provision cannot be suspended.

But there appears to be no reason to get upset about it now.

[Atul Kapur]

1 hour ago, Daniel H. Honemann said:

But there appears to be no reason to get upset about it now.

I agree completely. I almost added that it seems that the simplest thing to  do now is to thank that person for their service and move on, while following the bylaws more closely from now on.