Angie N Posted November 12, 2021 at 12:51 AM Report Share Posted November 12, 2021 at 12:51 AM Hello, I have a couple of questions about elections. If an elected officer resigns, and the bylaws are silent on filling vacancies. How should the position be filled? Also can the position be left vacant until the next election? If so, can the executive board make the decision if they aren't give this authority in the bylaws? Thank you! Quote Link to comment Share on other sites More sharing options...
Angie N Posted November 12, 2021 at 02:15 AM Author Report Share Posted November 12, 2021 at 02:15 AM On 11/11/2021 at 7:51 PM, Angie N said: Hello, I have a couple of questions about elections. If an elected officer resigns, and the bylaws are silent on filling vacancies. How should the position be filled? Also can the position be left vacant until the next election? If so, can the executive board make the decision if they aren't give this authority in the bylaws? Thank you! Also, is there a timeframe in which the position must be filled? Quote Link to comment Share on other sites More sharing options...
Joshua Katz Posted November 12, 2021 at 11:32 AM Report Share Posted November 12, 2021 at 11:32 AM On 11/11/2021 at 7:51 PM, Angie N said: How should the position be filled? By whatever means the position was originally filed, i.e., election by the same body that conducted the original election. On 11/11/2021 at 7:51 PM, Angie N said: Also can the position be left vacant until the next election? Well, if that body doesn't do its job, then it will remain vacant. On 11/11/2021 at 7:51 PM, Angie N said: If so, can the executive board make the decision if they aren't give this authority in the bylaws? No, but if the board happens to be the body to fill the position and it failed to do so... Quote Link to comment Share on other sites More sharing options...
Angie N Posted November 12, 2021 at 01:59 PM Author Report Share Posted November 12, 2021 at 01:59 PM On 11/12/2021 at 6:32 AM, Joshua Katz said: By whatever means the position was originally filed, i.e., election by the same body that conducted the original election. Well, if that body doesn't do its job, then it will remain vacant. No, but if the board happens to be the body to fill the position and it failed to do so... Thank you for the reply! I was trying to understand if the position can be left vacant until the next election, meaning there is no attempt to fill the position before the next election. Also the board is part of the body but they do not make up the entire membership. On 11/12/2021 at 6:32 AM, Joshua Katz said: No, but if the board happens to be the body to fill the position and it failed to do so... I don't understand the last part "it failed to do so".....can you clarify? Quote Link to comment Share on other sites More sharing options...
Joshua Katz Posted November 12, 2021 at 02:10 PM Report Share Posted November 12, 2021 at 02:10 PM On 11/12/2021 at 8:59 AM, Angie N said: Thank you for the reply! I was trying to understand if the position can be left vacant until the next election, meaning there is no attempt to fill the position before the next election. Also the board is part of the body but they do not make up the entire membership. Well, whatever assembly conducted the original election is obligated to fill the vacancy. If it fails to act to do so, it is abdicating its responsibility, but the effect will be that the position remains vacant. On 11/12/2021 at 8:59 AM, Angie N said: I don't understand the last part "it failed to do so".....can you clarify? If whatever assembly is obligated to fill the vacancy fails to do so, it will remain vacant. Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted November 12, 2021 at 02:11 PM Report Share Posted November 12, 2021 at 02:11 PM On 11/12/2021 at 7:59 AM, Angie N said: I don't understand the last part "it failed to do so".....can you clarify? That answer sort of left me hanging, too I think what Mr. Katz means is that if the board is the body which is supposed to fill the vacancy and if it fails to do so, the position will remain unfilled. However, it appears that it is your membership, not the board, which is supposed to fill the vacancy. The board has no authority to fill the vacancy unless the bylaws grant it that authority either directly or indirectly by granting it the authority to conduct the affairs of the organization between membership meetings. Quote Link to comment Share on other sites More sharing options...
Joshua Katz Posted November 12, 2021 at 02:16 PM Report Share Posted November 12, 2021 at 02:16 PM On 11/12/2021 at 9:11 AM, Richard Brown said: That answer sort of left me hanging, too My point was that the board (if empowered to fill vacancies) has no power to decide to hold open a vacancy, but can do so anyway through inaction. Quote Link to comment Share on other sites More sharing options...
Angie N Posted November 12, 2021 at 02:27 PM Author Report Share Posted November 12, 2021 at 02:27 PM On 11/12/2021 at 9:11 AM, Richard Brown said: That answer sort of left me hanging, too I think what Mr. Katz means is that if the board is the body which is supposed to fill the vacancy and if it fails to do so, the position will remain unfilled. However, it appears that it is your membership, not the board, which is supposed to fill the vacancy. The board has no authority to fill the vacancy unless the bylaws grant it that authority either directly or indirectly by granting it the authority to conduct the affairs of the organization between membership meetings. Ok thank you! The bylaws are silent on filling vacancies. I did see in RONR 47:57 about vacancies. I was still trying to get guidance around the process and next steps when the bylaws are silent. Does a special meeting have to be called for the election? We received a notice that the executive board decided to leave the position vacant until the next election period which is a year from now. That didn't sound right especially since the bylaws do not give executive board authority. Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted November 12, 2021 at 02:30 PM Report Share Posted November 12, 2021 at 02:30 PM (edited) On 11/12/2021 at 8:27 AM, Angie N said: Does a special meeting have to be called for the election? No, you do not necessarily need to have a special meeting. What you will be having is a special election to fill a vacancy, but the election can take place in a regular meeting or a special meeting. You must give notice of the special election regardless of whether it is part of a regular meeting or a special meeting. Edited November 12, 2021 at 02:31 PM by Richard Brown Typographical correction Quote Link to comment Share on other sites More sharing options...
Joshua Katz Posted November 12, 2021 at 02:38 PM Report Share Posted November 12, 2021 at 02:38 PM On 11/12/2021 at 9:27 AM, Angie N said: That didn't sound right especially since the bylaws do not give executive board authority. You are correct. If the board does not fill the vacancy, it is in no position to decide it will remain vacant. The membership (which, I take from your answers, is the electing body) can act to fill the vacancy. As Mr. Brown said, that can happen at a regular or special meeting, so whether you need to call a special meeting depends on the timing. If the membership, say, meets only annually, it might be a good idea to call one. In my view, the vacancy should be filled as soon as practical. I leave it to your organization, though, to decide if that means when a special meeting can be called, or at the next regular meeting, which depends on many factors. Quote Link to comment Share on other sites More sharing options...
Angie N Posted November 12, 2021 at 02:45 PM Author Report Share Posted November 12, 2021 at 02:45 PM On 11/12/2021 at 9:30 AM, Richard Brown said: No, you do not necessarily need to have a special meeting. What you will be having is a special election to fill a vacancy, but the election can take place in a regular meeting or a special meeting. You must give notice of the special election regardless of whether it is part of a regular meeting or a special meeting. Thank you! Is there a reference in RONR on "special elections"? Quote Link to comment Share on other sites More sharing options...
Angie N Posted November 12, 2021 at 02:46 PM Author Report Share Posted November 12, 2021 at 02:46 PM On 11/12/2021 at 9:38 AM, Joshua Katz said: You are correct. If the board does not fill the vacancy, it is in no position to decide it will remain vacant. The membership (which, I take from your answers, is the electing body) can act to fill the vacancy. As Mr. Brown said, that can happen at a regular or special meeting, so whether you need to call a special meeting depends on the timing. If the membership, say, meets only annually, it might be a good idea to call one. In my view, the vacancy should be filled as soon as practical. I leave it to your organization, though, to decide if that means when a special meeting can be called, or at the next regular meeting, which depends on many factors. Thank you! This is helpful. We do meet monthly. Quote Link to comment Share on other sites More sharing options...
Angie N Posted November 12, 2021 at 04:22 PM Author Report Share Posted November 12, 2021 at 04:22 PM I do have another question. If the bylaws specify when the elections occur, meaning once a year in September. Does this special election have to also occur in September? Or is this an exception because the circumstance is filling a vacancy Quote Link to comment Share on other sites More sharing options...
Richard Brown Posted November 12, 2021 at 05:20 PM Report Share Posted November 12, 2021 at 05:20 PM On 11/12/2021 at 8:45 AM, Angie N said: Thank you! Is there a reference in RONR on "special elections"? Not as such, no. A "special election" to fill a vacancy is conducted just like any other election. See sections 46:30 - 46:50 regarding elections in general. Sections 47:57-58 and 56:32 cover vacancies and filling them. On 11/12/2021 at 10:22 AM, Angie N said: I do have another question. If the bylaws specify when the elections occur, meaning once a year in September. Does this special election have to also occur in September? Or is this an exception because the circumstance is filling a vacancy No, the election to fill a vacancy should be conducted as soon as reasonably possible after the vacancy arises. It can be done at a regular meeting or at a special meeting. Quote Link to comment Share on other sites More sharing options...
Angie N Posted November 12, 2021 at 05:37 PM Author Report Share Posted November 12, 2021 at 05:37 PM On 11/12/2021 at 12:20 PM, Richard Brown said: Not as such, no. A "special election" to fill a vacancy is conducted just like any other election. See sections 46:30 - 46:50 regarding elections in general. Sections 47:57-58 and 56:32 cover vacancies and filling them. No, the election to fill a vacancy should be conducted as soon as reasonably possible after the vacancy arises. It can be done at a regular meeting or at a special meeting. Thank you so much!! I appreciate your help with understanding. Quote Link to comment Share on other sites More sharing options...
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