Filling a board vacancy

[Vicki Clark]

One of our board members submitted their resignation during a meeting with the effective date to occur at the conclusion of the meeting.  This was followed by a motion to elect a replacement and after the motion was seconded a vote was taken.  The soon-to-be resigned member participated in the vote and a replacement was elected with a few members opposed.  One of the opposing members is now objecting to the vote saying there was no vacant position to be filled at the exact time of the vote.  Was the vote proper or should we consider it invalid?

[George Mervosh]

8 minutes ago, Vicki Clark said:

One of our board members submitted their resignation during a meeting with the effective date to occur at the conclusion of the meeting.  This was followed by a motion to elect a replacement and after the motion was seconded a vote was taken.  The soon-to-be resigned member participated in the vote and a replacement was elected with a few members opposed.  One of the opposing members is now objecting to the vote saying there was no vacant position to be filled at the exact time of the vote.  Was the vote proper or should we consider it invalid?

Was this at a board meeting and, if so, were any board members absent from this meeting?

[Dan Honemann]

22 minutes ago, Vicki Clark said:

One of our board members submitted their resignation during a meeting with the effective date to occur at the conclusion of the meeting.  This was followed by a motion to elect a replacement and after the motion was seconded a vote was taken.  The soon-to-be resigned member participated in the vote and a replacement was elected with a few members opposed.  One of the opposing members is now objecting to the vote saying there was no vacant position to be filled at the exact time of the vote.  Was the vote proper or should we consider it invalid?

 

4 minutes ago, George Mervosh said:

Was this at a board meeting and, if so, were any board members absent from this meeting?

... and do your bylaws classify board members as officers?  🙂

[Vicki Clark]

This occurred during a regularly scheduled board meeting.  Our organization has both officers and board members.  Officers attend and are part of debate but do not vote on movements.  All board members were present. 

[George Mervosh]

2 hours ago, Vicki Clark said:

This occurred during a regularly scheduled board meeting.  Our organization has both officers and board members.  Officers attend and are part of debate but do not vote on movements.  All board members were present. 

Given this information I don't see any violation of any rule in RONR.

[Vicki Clark]

Thank you.

[Guest ???]

If the Board of Directors is 7 in the By-Laws, how can the position be filled until the position is vacant?  Also not all details are provided here.....the resigning person nominated her mother and discussion was still ongoing when the motion was given.  The board wanted to wait and seek a member because there are already 3 board members from one chapter....  The vote was split and the chair (one of the 3) voted in favor.  The resigning board member should have abstained from voting due to the relationship.  This happening is splitting the organization apart, common sense would say do what is best for the organization and fill the position at the next board meeting.

[Atul Kapur]

First, I agree with Mr. Mervosh.

5 minutes ago, Guest ??? said:

The resigning board member should have abstained from voting due to the relationship.

Nothing in RONR requires this. In fact, RONR says that a member cannot be required to abstain.

7 minutes ago, Guest ??? said:

The board wanted to wait

Apparently the majority did not want to wait, otherwise they would have voted against the motion or continued debate on the motion.

 

[Guest ???]

Unfortunately this is a control issue for the organization and several members have resigned or quit the organization altogether..... sad because this organization has a wonderful mission but controlling leadership that is suffocating the growth and continued success of the organization. 

[Dan Honemann]

8 hours ago, Guest ??? said:

Unfortunately this is a control issue for the organization and several members have resigned or quit the organization altogether..... sad because this organization has a wonderful mission but controlling leadership that is suffocating the growth and continued success of the organization. 

None of this is relevant to the question as to whether or not any rule has been violated, but in any event, this forum is not the place to dispute the facts involved in any actual happening or event.

If you wish to pose a question concerning the proper application of the rules in RONR to your own set of facts, you are welcome to do so by starting a new topic of your your own.