Few votes cast for a position

[ddlatham]

Our church just held our annual meeting, including elections for officers and board positions, and a question arose about how to interpret certain voting results.  We have several boards for different ministries.  Most terms are for 3 years, and the seats on the board are staggered to be elected in different years to foster continuity.  However, sometimes vacancies occur for a partial term.  For example, there may be one seat up for election to a full 3 year term, and another seat that was 1 year remaining on its term.

Our nominating committee prepared a ballot with 0 or 1 member nominated for each seat of each board, and a box to check Yes next to each one.  The question that came up was that if 100 ballots were turned in (for example), and only 1 ballot was marked Yes next to a particular name for a seat, and the other 99 all left that one blank, would that name be elected or not?

Our bylaws include this sentence regarding elections: "Voting shall be by secret ballot and election to office shall require a majority of the votes cast by members present and voting."  There were different interpretations offered.  One interpretation (which carried the day) was that there were would be 100 votes cast, and only 1 for this name, so that would not be a majority and that person would not be elected.  The seat would remain vacant.  Another interpretation was that each seat is its own election, and there was only 1 vote cast total for anyone for that seat, so that vote is itself a majority and the person would be elected.  I'll refrain from revealing which is my own interpretation.  Fortunately when the votes were counted the question turned out to be moot, but I would like to better understand for next time.

Some questions for which I would appreciate an answer:

1) Is one of those interpretations correct?

2) Does it matter how many votes were cast for other seats on the same board?  Whether they have the same term or not?

3) If the interpretation by most people is wrong, would that render the result invalid, or does the body get to interpret the bylaws & Robert's Rules any way it wants, whether or not it's "wrong"?

4) Does it matter if there is previous tradition of treating the matter one way or the other?

5) What's the best way of allowing the church to elect not to fill a seat with anyone?

Thanks so much for your time and consideration.

 

Edited May 16, 2022 at 12:22 PM by ddlatham

[Phil D]

(1) 45:25 "In elections, 'for' and 'against' spaces or boxes may not be used. They are applicable only with respect to votes on motions. In an election, a voter can vote against one candidate only by voting for another who has been nominated or by writing in the name of another candidate." Your Church's ballot with a single line to vote "yes" for a candidate is a bit of a chimera then. It's an election, and so it really should be a box for the candidate and a space for write-ins, under RONR. If it were a motion, you'd need to have a box for Aye and a box for No, which would avoid the ambiguity about whether failing to check the box amounted to a vote against the person or a mere abstention.

"Present and voting" is used in Roberts 1:6 and refers generally to the people voting on the question. People who abstain are not voting on the question. 

(2) Not in your case. 46:34 describes a situation where you are electing people to terms of differing lengths, but the ballot does not list those positions separately. In that case, the people with greater majorities win the longer terms. It sounds like you had separate lines for the separate terms.

(3) Sort of a deeper philosophical question, eh? At a certain level, it's the Assembly's meeting, the Assembly's election, and the Assembly's elected positions. You can be quoting RONR chapter and verse but if the meeting is overwhelmingly against you, a ghostly General Robert is not exactly going to ride to your aid.

However, I could foresee it being an issue if some action gets taken that results in legal liability, such that an outside actor (i.e. lawyers, judge) are analyzing whether your organization properly decided to take some action or make some expenditure.

(4) See 2:25 discussing "customs." A custom that conflicts with RONR or other superior procedural rules set by statute or bylaws "falls to the ground" when identified by a Point of Order. A custom that is otherwise consistent with procedural authorities can be suspended by a majority vote.

(5) An amendment to the Bylaws could clarify this practice and 46:30 recommends that organizations adopt specific election procedures appropriate to their organizations. If the Church wants it to be possible to leave an office vacant, the Bylaws should then specify a "Leave vacant" option. 

[ddlatham]

Thanks, Phil, for your reply and the references into RONR.  To add more clarity to the format of the ballot, it had a section for each board.  Under that section, there was a line for each seat/position, specifying the remaining term for that seat.  Some lines had names printed (and some had nominations from the floor given).  Also in each section, below the lines for each seat, there were additional lines for write-in candidates.  Each line had a space for "Yes", but there were not "No" options. For example:

Quote

Board A  (Vote for 3)

1.    Jane   (position #2, 3 year term)       Yes __

2.    Robert  (position #3, 2 year term)    Yes ___

3. ________  (position #4, 1 year term)      Yes ___

4. _________                                             Yes ___

5. _________                                              Yes ___

Board B, C, etc...

RONR 46:33 and 46:34 are particularly relevant, thank you.  It seems that if we view each seat/position as a separate "section", then what matters is how many votes cast for that position only.  However, if each board is a "section" with a mix of terms, then what matters is how many ballots had any vote for any name for that board (rather than total ballots turned in), which I believe is yet a third interpretation that nobody advanced at the meeting.

Further comments or perspectives are welcomed.

[Josh Martin]

On 5/15/2022 at 11:39 PM, ddlatham said:

Our nominating committee prepared a ballot with 0 or 1 member nominated for each seat of each board, and a box to check Yes next to each one.  The question that came up was that if 100 ballots were turned in (for example), and only 1 ballot was marked Yes next to a particular name for a seat, and the other 99 all left that one blank, would that name be elected or not?

I lack sufficient facts to say whether this person was elected, because I am uncertain whether there were any other identical positions with identical term lengths on the ballot and, if so, how many votes were cast for those positions.

On 5/15/2022 at 11:39 PM, ddlatham said:

Our bylaws include this sentence regarding elections: "Voting shall be by secret ballot and election to office shall require a majority of the votes cast by members present and voting."  There were different interpretations offered.  One interpretation (which carried the day) was that there were would be 100 votes cast, and only 1 for this name, so that would not be a majority and that person would not be elected.  The seat would remain vacant.  Another interpretation was that each seat is its own election, and there was only 1 vote cast total for anyone for that seat, so that vote is itself a majority and the person would be elected.  I'll refrain from revealing which is my own interpretation.  Fortunately when the votes were counted the question turned out to be moot, but I would like to better understand for next time.

Some questions for which I would appreciate an answer:

1) Is one of those interpretations correct?

Based upon the facts presented, I'm not sure either interpretation is entirely correct.

It is not quite correct that every seat is its own election. On the other hand, it is also not quite correct that the threshold should be based on the total number of ballots cast.

Each unique position is its own seat, and seats with varying term lengths are considered unique even if they are otherwise identical. Suppose, for example, that a ballot included the following positions:

• President
• Vice President
• Secretary
• Treasurer
• Director At-Large (3 positions, four year term)
• Director At-Large (1 position, two year term)

In this event, for purposes of electing the three Director At-Large positions, members should be instructed to vote for up to three candidates of their choice. Those persons receiving a majority of the ballots cast for those positions would be elected. Each of the other positions on the ballot would be treated separately.

It must further be noted that in the event a person is not elected to a position, that does not mean that the position remains vacant. Instead, additional rounds of balloting are held for any positions were not filled on the first ballot.

On 5/15/2022 at 11:39 PM, ddlatham said:

3) If the interpretation by most people is wrong, would that render the result invalid, or does the body get to interpret the bylaws & Robert's Rules any way it wants, whether or not it's "wrong"?

Generally speaking, an error on a question of order will not render a decision invalid, because such errors must be addressed promptly at the time of the breach in order to be timely. There are some rare cases where a violation is so grave that it constitutes a continuing breach, in which case it may be raised at a later date. This does not appear to be the case here.

On 5/15/2022 at 11:39 PM, ddlatham said:

4) Does it matter if there is previous tradition of treating the matter one way or the other?

In this case, no, I don't think so. Custom "falls to the ground" when it conflicts with a written rule.

On 5/15/2022 at 11:39 PM, ddlatham said:

5) What's the best way of allowing the church to elect not to fill a seat with anyone?

There is no proper course of action for this, in my opinion, short of amending the bylaws to remove the position in question.

If the assembly wishes to not fill the seat at the present time and postpone the election so that it may find other candidates, that is in order. But an assembly cannot simply refuse to complete an election for a position required by its bylaws.

On 5/16/2022 at 7:08 AM, Phil D said:

(5) An amendment to the Bylaws could clarify this practice and 46:30 recommends that organizations adopt specific election procedures appropriate to their organizations. If the Church wants it to be possible to leave an office vacant, the Bylaws should then specify a "Leave vacant" option. 

I suppose an assembly can adopt such procedures in its bylaws if it wishes, but I do not personally find it advisable.

Edited May 16, 2022 at 03:28 PM by Josh Martin

[Atul Kapur]

While I agree with almost everything Mr. Martin has written, there is one item that deserves a bit of comment.

On 5/16/2022 at 11:26 AM, Josh Martin said:

Each unique position is its own seat, and seats with varying term lengths are considered unique even if they are otherwise identical. Suppose, for example, that a ballot included the following positions:

• President
• Vice President
• Secretary
• Treasurer
• Director At-Large (3 positions, four year term)
• Director At-Large (1 position, two year term)

RONR (12th ed.) 46:34 allows for all four director-at-large positions to be combined into one section of the ballot. The longer terms would go to those who received the highest number of votes (and also a majority of the votes cast for the director-at-large position). The benefit of doing it this way is that candidates do not have to decide which of the two separate term-lengths they wish to run for, or run in both with the risk of being elected to both and requiring a repeated round of voting. 

Quote

46:34 If the multiple positions have varying terms (as may happen when terms are staggered or there is an election to fill the remainder of an unexpired term) and the differing term lengths have not been assigned different sections of the ballot, the longer terms are allocated among those receiving a  majority vote in the order in which they obtain greater numbers of votes. If there is a tie, the tied candidates may agree which of them will take a longer term; if they do not agree, the question is put to a vote on the next ballot.

 

[Atul Kapur]

On 5/16/2022 at 9:29 AM, ddlatham said:

It seems that if we view each seat/position as a separate "section", then what matters is how many votes cast for that position only.  However, if each board is a "section" with a mix of terms, then what matters is how many ballots had any vote for any name for that board (rather than total ballots turned in),

To be clear, each unique office is a separate section rather than each board. So the following ballot has eight separate sections (each open circle bullet).

• Board A
  • President
  • Vice President
  • Secretary
  • Directors-at-Large (3 positions for 3-year terms, 1 position for 1-year)
• Board B
  • President
  • Vice President
  • Secretary
  • Directors-at-Large (2 positions for 1-year term)

If you are only electing directors for each board, and not separate officers, then yes, each board would be a separate section.

Edited May 16, 2022 at 03:50 PM by Atul Kapur

[Josh Martin]

On 5/16/2022 at 10:43 AM, Atul Kapur said:

While I agree with almost everything Mr. Martin has written, there is one item that deserves a bit of comment.

RONR (12th ed.) 46:34 allows for all four director-at-large positions to be combined into one section of the ballot. The longer terms would go to those who received the highest number of votes (and also a majority of the votes cast for the director-at-large position). The benefit of doing it this way is that candidates do not have to decide which of the two separate term-lengths they wish to run for, or run in both with the risk of being elected to both and requiring a repeated round of voting. 

Thank you for the correction.

[Gary Novosielski]

On 5/16/2022 at 12:39 AM, ddlatham said:

3) If the interpretation by most people is wrong, would that render the result invalid, or does the body get to interpret the bylaws & Robert's Rules any way it wants, whether or not it's "wrong"?

Neither.

An improper interpretation that leads to a questionable result will usually not render anything invalid if not challenged by a Point of Order in a timely manner.  That usually means immediately, but there are exceptions in the case of a continuing breach

The body does not get to interpret RONR or the bylaws "any way it wants."   It can interpret bylaws when they are ambiguous, but not in an absurd way that is clearly "wrong".  And if they do encounter ambiguities in the bylaws that should be remedied as soon as practicable via a bylaws amendment clarifying the language.  There will be less of a problem with interpreting RONR, since most ambiguities have been located and clarified in the last hundred years or so, but occasionally two reasonable people will differ in their interpretation of a given paragraph.  There are "Official Interpretations" for some of them here on the web site, written by the RONR authorship team.

Edited May 16, 2022 at 07:30 PM by Gary Novosielski

[ddlatham]

Thank you, Josh, Atul, and Gary for your helpful responses.  I have a much better understanding of how RONR applies to this sort of election.  It's interesting to me that RONR doesn't provide a direct way for an assembly to express a preference to leave a position vacant in an election, but I understand that can be addressed in the bylaws if desired.  I do believe that some members (perhaps most) believe the bylaws text quoted above refers to "a majority of votes cast" to mean a majority of ballots submitted, since it doesn't say "a majority of votes cast for that office" or section.  I suspect that was even the intent of those who drafted the bylaws.  I wonder if that itself is evidence of that part of the bylaws being ambiguous.

[Gary Novosielski]

On 5/16/2022 at 7:14 PM, ddlatham said:

Thank you, Josh, Atul, and Gary for your helpful responses.  I have a much better understanding of how RONR applies to this sort of election.  It's interesting to me that RONR doesn't provide a direct way for an assembly to express a preference to leave a position vacant in an election, but I understand that can be addressed in the bylaws if desired.  I do believe that some members (perhaps most) believe the bylaws text quoted above refers to "a majority of votes cast" to mean a majority of ballots submitted, since it doesn't say "a majority of votes cast for that office" or section.  I suspect that was even the intent of those who drafted the bylaws.  I wonder if that itself is evidence of that part of the bylaws being ambiguous.

RONR does provide a way to leave a position vacant: Do not include that position in your bylaws.  Leaving an actual office vacant is a violation of the bylaws, and that's not allowed even if the assembly would prefer to do so.  If they believe there is no need for the position, they can amend the bylaws.

RONR is quite clear about what a majority of votes cast means.  There's nothing ambiguous about it::

46:33      In an election of members of a board or committee in which votes are cast in one section of the ballot for multiple positions on the board or committee, every ballot with a vote in that section for one or more candidates is counted as one vote cast, and a candidate must receive a majority of the total of such votes to be elected....

 

 

Edited May 17, 2022 at 01:00 AM by Gary Novosielski

[Josh Martin]

On 5/16/2022 at 6:14 PM, ddlatham said:

Thank you, Josh, Atul, and Gary for your helpful responses.  I have a much better understanding of how RONR applies to this sort of election.  It's interesting to me that RONR doesn't provide a direct way for an assembly to express a preference to leave a position vacant in an election, but I understand that can be addressed in the bylaws if desired.

Could you describe in more detail what exactly the intent is behind this "direct way for an assembly to express a preference to leave a position vacant in an election?" Suppose the assembly adopts this motion. What happens then?

On 5/16/2022 at 6:14 PM, ddlatham said:

I do believe that some members (perhaps most) believe the bylaws text quoted above refers to "a majority of votes cast" to mean a majority of ballots submitted, since it doesn't say "a majority of votes cast for that office" or section.  I suspect that was even the intent of those who drafted the bylaws.  I wonder if that itself is evidence of that part of the bylaws being ambiguous.

I do not believe this language is ambiguous. If the assembly desires what you say it does, it seems to me the appropriate wording is "a majority of the ballots cast, including blank ballots." It should be noted that a potential negative consequence of such a provision is that abstentions may have the effect of preventing an election.

I would also once again note that even if the assembly adopts such a provision, the next step if positions remain unfilled is to conduct another round of voting, and so on until the election is completed or disposed of in some other fashion, such as by postponing it.

Edited May 17, 2022 at 02:49 AM by Josh Martin

[ddlatham]

On 5/16/2022 at 7:48 PM, Josh Martin said:

Could you describe in more detail what exactly the intent is behind this "direct way for an assembly to express a preference to leave a position vacant in an election?" Suppose the assembly adopts this motion. What happens then?

I mean that Robert's Rules seems to require voting to continue until someone is elected to an office.  Suppose a majority of an assembly would prefer to leave an office vacant rather than elect anyone any currently willing candidate.  It doesn't sound there is any provision in RONR to make such a choice, without putting that into the bylaws to supersede it.  Presumably if such were possible and happened, then the assembly would continue on with other business, or adjourn.  The vacancy would be treated as other vacancies are, and may be filled in the future by similar procedures depending on what the bylaws specify for filling vacancies, for example, temporary appointment by the board, or waiting until the following annual meeting for a new election.

On a related note, is there any prescription in RONR for how to handle a case when there is a particular office for which no willing candidate can be found?  Would it be to postpone the election for that office?  At our church, this has happened, and typically the other offices are filled and we just move on to other business or adjourn the meeting.  This is apparently not proper, but is done without any objection and doesn't sound like a grave issue or continuing breach.  The unfilled offices are typically seats on certain boards or committees which continue with their business with the remaining members.

[ddlatham]

On 5/16/2022 at 6:00 PM, Gary Novosielski said:

RONR does provide a way to leave a position vacant: Do not include that position in your bylaws.  Leaving an actual office vacant is a violation of the bylaws, and that's not allowed even if the assembly would prefer to do so.  If they believe there is no need for the position, they can amend the bylaws.

Yes, this is part of the understanding I gained above.  I find it interesting that such is the case. I do find it plausible for an assembly to envision certain offices that would be valuable to have, but not mandatory if no suitable, willing candidate can by identified.  Indeed the situation has occurred in our experience.  From what I've learned from all of your helpful input, that is not allowed under RONR, but the bylaws themselves could be written to permit such an arrangement.  In fact, I've heard that some organizations have bylaws that define a range of sizes permitted for a board, for example.  To me, that sounds like a similar case, where seats beyond the minimum could be valuable, but are not required to be filled if the assembly chooses not to.

[Josh Martin]

On 5/17/2022 at 12:41 AM, ddlatham said:

I mean that Robert's Rules seems to require voting to continue until someone is elected to an office.  Suppose a majority of an assembly would prefer to leave an office vacant rather than elect anyone any currently willing candidate.  It doesn't sound there is any provision in RONR to make such a choice, without putting that into the bylaws to supersede it.  Presumably if such were possible and happened, then the assembly would continue on with other business, or adjourn.  The vacancy would be treated as other vacancies are, and may be filled in the future by similar procedures depending on what the bylaws specify for filling vacancies, for example, temporary appointment by the board, or waiting until the following annual meeting for a new election.

The closest tool in RONR for this purpose would be to postpone the election. If the organization's bylaws authorize some body or person to fill vacancies, then those procedures may be used in such a case, although the appointment will be effective only until the organization can complete the election itself. There is certainly no proper tool to simply leave a position vacant for an entire year, notwithstanding the availability of a willing and eligible candidate.

This isn't simply because RONR doesn't allow it, it's because the organization's bylaws generally don't allow it. The general assumption is that the officer positions in an organization's bylaws are required, not optional.

If the organization desires the ability to refuse to fill a position notwithstanding that there are willing and eligible candidates available, then some provision in the bylaws should be adopted to accomplish this. I suppose one way to do it, as you suggest, is for the bylaws to authorize the adoption of a motion "To leave the office vacant." It would be desirable to clarify in the bylaws that such a position may (but need not be) filled through the organization's vacancy filling procedures, if that is what is desired.

In some cases, another way to accomplish this objective would be (as some organizations do) to adopt bylaws providing for a range of board members. If an organization's bylaws provide for "A President, Vice President, Secretary, Treasurer, and seven board members at large," for example, they could instead provide for "three to seven board members at large." In such a case, if the assembly feels it does not have seven good candidates, the assembly could adopt a motion limiting the board to a lesser number of members. The society might wish to specify in this motion that the board is authorized to increase the number at a later time, if desired.

On 5/17/2022 at 12:41 AM, ddlatham said:

On a related note, is there any prescription in RONR for how to handle a case when there is a particular office for which no willing candidate can be found?  Would it be to postpone the election for that office? 

Yes, the correct course of action in such a case would be to postpone the election.

On 5/17/2022 at 12:48 AM, ddlatham said:

In fact, I've heard that some organizations have bylaws that define a range of sizes permitted for a board, for example.  To me, that sounds like a similar case, where seats beyond the minimum could be valuable, but are not required to be filled if the assembly chooses not to.

Many organizations certainly adopt this arrangement, but it should be noted that the organization should be sure to have clarity in the procedures for how exactly this works. Organizations frequently adopt this arrangement without really thinking it through, and then they come asking us about it.

The best procedure, in my opinion, is for the organization to specifically adopt a motion specifying the number of board members to elect prior to conducting the election. The election can then be conducted in the manner prescribed in RONR. If the organization wishes for the board to be able to change this number, this should be specified.

If clear procedures are not adopted, it leads to some confusion about what is supposed to happen next if, after the first ballot, the assembly has elected more than the minimum number of positions, but fewer than the maximum. It also leads to confusion about what whether there is a "vacancy" if the board falls below the maximum number of positions, but remains above the minimum, due to resignations or other reasons.

The organization may certainly adopt a different procedure if it wishes, so long as whatever procedures is to be used is clearly specified.

Edited May 17, 2022 at 11:18 AM by Josh Martin