Nominating Committee

[Guest Club treasurer]

Our organization's bylaws state that the President is an ex-officio member of all committees except the Nominating Committee.  By tradition, the President has always remained disconnected from the committee and does not learn the names of nominees until they are announced to the entire membership.  Last year, the President appointed herself to the Nominating Committee and insisted that it was permitted since the Bylaws did not specifically prohibit her membership on the committee.  Is she correct?

[Bruce Lages]

I suspect not, but who appoints the members of the nominating committee and how did the president get to be a member?

[Guest Club Treasurer]

The Bylaws state that the members of the Nominating Committee will be nominated and elected by the members.  In this instance, the President named the members she wanted on the committee, herself included.  All were elected, of course.  The Nominating Committee then nominated no one for the Presidency, so she declared herself to be president for another year since no president was elected, and the Bylaws state that she serves a term of one year "or until a successor is elected."

[Richard Brown]

Almost none of this is correct according to the rules in RONR, but some of it may be permissible to some extent under your own rules. We need more information about EXACTLY what your rules and bylaws say about selecting the nominating committee, about when and how your elections are to be held, how often your membership meets, and about the terms of office of the officers, including any language about continuing to serve until their successors are elected. Please don’t paraphrase, but quote those provisions exactly. 

We can help you, but we need that additional information to properly do so. 
 

[Gary Novosielski]

On 6/22/2024 at 11:48 PM, Guest Club Treasurer said:

The Bylaws state that the members of the Nominating Committee will be nominated and elected by the members.  In this instance, the President named the members she wanted on the committee, herself included.  All were elected, of course.  The Nominating Committee then nominated no one for the Presidency, so she declared herself to be president for another year since no president was elected, and the Bylaws state that she serves a term of one year "or until a successor is elected."

No, that's wrong.

The election is incomplete for the office of the president and must be completed as soon as possible.  The president remains in office only until that election is completed, unless she is actually reëlected.  Additional nominations from the floor will be in order.

The president should not have nominated any members to the committee, least of all herself, and the Nominating Committee should have done its duty to report nominees for all positions.

Perhaps a motion is needed "that we try (hey, just for giggles) following the flipping rules around here for a change."?

 

[Guest Guest Club Treasurer]

Our Bylaws that concern the Nominating Committee are in their entirety below.  Elsewhere, it stipulates that the President "is an ex-officio member of all Committees, except the Nominating Committee.  In this instance, the President named the members, herself included, that she wanted to be on the committee.  Those members were then nominated in a group and elected.  In the past, Presidents were not even told who the Committee selected as the proposed slate of Officers until it was announced to the entire membership.  Any advice you can provide will be greatly appreciated.

SECTION 1. NOMINATING COMMITTEE
A.  A Nominating Committee of three (3) to five (5) members shall be elected by the Active Membership in good standing at a regular meeting at least two months prior to the Annual Meeting.
B.  The Committee shall elect its Chairman from one of its own members and report one Slate of Candidates at the October regular meeting.
C.  No member may serve on this Committee for more than two consecutive years.

SECTION 2. NOMINATIONS FROM THE FLOOR
Nominations from the floor shall be in order at the Annual Meeting. No one shall be a nominee for office who has not given consent to serve if elected. No candidate may run for more than one office during any election.

SECTION 3. ELECTION OF OFFICERS
Only Active Members in good standing for at least two months prior to the election of officers shall be eligible to vote. Election shall be by ballot at the Annual Meeting. If there is only one candidate, the election may be by voice vote. A majority vote shall elect. If election is by ballot, the Sergeant-at-Arms and two members appointed by the presiding officer will count the ballots and report to the Membership. Installation shall take place at the December meeting.

 

On 8/30/2020 at 4:00 PM, Richard Brown said:

What, EXACTLY, do your bylaws say about these officers serving on committees, whether as liaisons or in whatever capacity?  We need to know exactly what your bylaws say about these officers serving on committees in order to answer your question.   Please quote the pertinent provisions exactly, don't paraphrase.  You may, of course, omit or disguise any references to the name of the organization.

 

[Guest Guest Club Treasurer]

On 6/23/2024 at 8:07 AM, Richard Brown said:

Almost none of this is correct according to the rules in RONR, but some of it may be permissible to some extent under your own rules. We need more information about EXACTLY what your rules and bylaws say about selecting the nominating committee, about when and how your elections are to be held, how often your membership meets, and about the terms of office of the officers, including any language about continuing to serve until their successors are elected. Please don’t paraphrase, but quote those provisions exactly. 

We can help you, but we need that additional information to properly do so. 
 

Our membership meets monthly.  July and December are social gatherings rather than formal meetings.  Terms of office are below.  Information about the Nominating Committee appears above.

SECTION 3. TERM OF OFFICE

Officers shall be elected at the Annual Meeting in November and installed at the December meeting. The term of office shall be one year from January 1st to December 31st, or until a successor is elected. No officer shall serve for more than two consecutive terms in the same office. Six months or more shall be considered a term in determining eligibility for re-election.  An officer candidate may not run simultaneously for more than one (1) office. 

 

SECTION 4. VACANCIES

A vacancy in an elective office, other than President and First Vice President, shall be filled by the Board of Directors at the next Board meeting following the vacancy. Notice of the vacancy shall be given to the Board prior to the meeting.

 

[Atul Kapur]

On 6/22/2024 at 10:39 PM, Guest Club treasurer said:

Our organization's bylaws state that the President is an ex-officio member of all committees except the Nominating Committee. 

 

On 6/25/2024 at 6:00 PM, Guest Guest Club Treasurer said:

SECTION 1. NOMINATING COMMITTEE
A.  A Nominating Committee of three (3) to five (5) members shall be elected by the Active Membership in good standing at a regular meeting at least two months prior to the Annual Meeting.

 

On 6/25/2024 at 6:00 PM, Guest Guest Club Treasurer said:

In this instance, the President named the members, herself included, that she wanted to be on the committee.  Those members were then nominated in a group and elected.

So it sounds like the proper procedure was followed, for the most part.

I understand and accept the idea that the president should not be involved with the nominations committee (and, therefore, that the nominations committee is an exception to the "ex officio member of all committees" rule) but that is not a prohibition on her being elected to it as a member, either in RONR or, apparently, your bylaws. I disagree with @Gary Novosielski here, and look forward to hearing more on this point.

(I said "for the most part" above because I'm not clear on the description that they were "nominated in a group and elected").

If the organization did not want her on the nominations committee, they should have nominated someone else. The fact that they may have been surprised at the breach of tradition is no excuse for their paralysis in the moment.

 

Regarding the second issue,

On 6/22/2024 at 11:48 PM, Guest Club Treasurer said:

The Nominating Committee then nominated no one for the Presidency, so she declared herself to be president for another year since no president was elected

This is nonsense, of course, and perhaps an intentional misunderstanding of the rules. Here, I do agree with Mr. Novosielski:

On 6/23/2024 at 10:58 AM, Gary Novosielski said:

The election is incomplete for the office of the president and must be completed as soon as possible.  The president remains in office only until that election is completed, unless she is actually reëlected.  Additional nominations from the floor will be in order.

and I emphasize that, if the election is not completed at the date or time scheduled, that does not mean that it cannot be completed before the next Annual Meeting

 

By the way, your rules require that there be a opportunity for nominations from the floor. Did that happen at the Annual Meeting?

Edited June 26, 2024 at 04:11 PM by Atul Kapur

[Drake Savory]

On 6/22/2024 at 9:48 PM, Guest Club Treasurer said:

The Nominating Committee then nominated no one for the Presidency,

Do your bylaws ban write-in votes?  Because if not, then the proper procedure would have been to run the election with blank ballots and members could write in their choice. 

[Richard Brown]

On 6/26/2024 at 11:36 AM, Drake Savory said:

Do your bylaws ban write-in votes?  Because if not, then the proper procedure would have been to run the election with blank ballots and members could write in their choice. 

The quote below is apparently what the applicable provision of the organization's bylaws says about the election of officers at the annual meeting:

On 6/25/2024 at 5:00 PM, Guest Guest Club Treasurer said:

Election shall be by ballot at the Annual Meeting. If there is only one candidate, the election may be by voice vote.

In this case, there were apparently NO candidates for president.  Although it is not crystal clear, I agree that there should have been a blank ballot for president with the opportunity to write in a name unless the bylaws prohibit write-in votes.  We have not been told whether there is such a bylaw provision.   With the opportunity to write in a name for president, someone other than the then-current president could have been elected president.

Regardless, what we have is an incomplete election for president.  As Mr. Novosielski and Dr. Kapur pointed out, an election for president should be conducted as soon as practicable. The claim of the "president" that she now serves for another year since no one was elected at the annual meeting is hogwash.

[Guest Guest Club Treasurer]

Quote

Richard Brown:   In this case, there were apparently NO candidates for president.  Although it is not crystal clear, I agree that there should have been a blank ballot for president with the opportunity to write in a name unless the bylaws prohibit write-in votes.  We have not been told whether there is such a bylaw provision.   With the opportunity to write in a name for president, someone other than the then-current president could have been elected president.

The Bylaws do permit nominations from the floor.  There was an opportunity for members to make a floor nomination, but no nominations were made.  The President then stated that she would remain as president for another year since the Bylaws state that the term is for one year or until a successor is elected. 

Thank you all for your guidance.  Any advice you can give in case the same situation arises next year would be greatly appreciated.

[Richard Brown]

On 6/26/2024 at 4:53 PM, Guest Guest Club Treasurer said:

The Bylaws do permit nominations from the floor.  There was an opportunity for members to make a floor nomination, but no nominations were made.  The President then stated that she would remain as president for another year since the Bylaws state that the term is for one year or until a successor is elected. 

Thank you all for your guidance.  Any advice you can give in case the same situation arises next year would be greatly appreciated.

Does this mean that you folks are accepting what the president told you and that you are willing to let serve for a full year without trying to hold an election to elect a president as you should?  You can do what you want to since there are no RONR police, but what you are supposed to do is hold an election as soon as possible to elect a president to complete the election. She is wrong when she told you that she automatically serves for another year.

Edited June 26, 2024 at 10:11 PM by Richard Brown
Added last sentence.

[Atul Kapur]

On 6/26/2024 at 5:53 PM, Guest Guest Club Treasurer said:

Any advice you can give in case the same situation arises next year would be greatly appreciated.

The first piece if advice is that you don't have to wait the full year. I recall you mentioned you have two general membership meetings a year, so at the very latest, you should complete the election at the next meeting.

Do your bylaws allow for special (or "called") meetings? If so, they will also say how one can be called and you could call for a special meeting to complete the election of the president.

[Guest Guest Club Treasurer]

On 6/26/2024 at 7:05 PM, Atul Kapur said:

The first piece if advice is that you don't have to wait the full year. gs? If so, they will also say how one can be called and you could call for a special meeting to complete the election of the president.

On 6/26/2024 at 6:09 PM, Richard Brown said:

Does this mean that you folks are accepting what the president told you and that you are willing to let serve for a full year without trying to hold an election to elect a president as you should? 

Quote

 

 

No.  I have no plans to wait a full year, and neither do many others.  But we wanted to be sure we were on solid footing before bringing this up.  Thank you very much for your assistance.  It is greatly appreciated!

[Drake Savory]

I think the error the organization made is assuming there must be nominations i.e. no write-in candidates.  Most organizations do not realize that under RONR, allowing write-ins is the default.