Question about ex-officio Voting Rights?

[Guest Kelly]

I currently serve as the Student Body President for my University, and subsequently, sit on our Board of Directors as a non-voting ex-officio member. We are nearing our annual Chair of the Board elections, and seem to have a circumstance that has arisen that has not previously occurred. Our current Chair of the Board is running for a second term, and rather than having the Vice Chair "chair" the Chair of the Board Elections portion of the meeting, she has asked me to take on the role as Chair during the Elections. My question, is even though I serve as a non-voting ex-officio member of the Board, in the event of a tie, will I be granted a vote?

[jstackpo]

On the face of it, I'd say "No". "Non-voting" means, well, non-voting.

However, check the rules of the "Board of Directors" or its bylaws. "Ex-officio" does NOT imply "non-voting". Do those bylaws explicitly say "non-voting ex-officio member"?

[Dan Honemann]

I currently serve as the Student Body President for my University, and subsequently, sit on our Board of Directors as a non-voting ex-officio member. We are nearing our annual Chair of the Board elections, and seem to have a circumstance that has arisen that has not previously occurred. Our current Chair of the Board is running for a second term, and rather than having the Vice Chair "chair" the Chair of the Board Elections portion of the meeting, she has asked me to take on the role as Chair during the Elections. My question, is even though I serve as a non-voting ex-officio member of the Board, in the event of a tie, will I be granted a vote?

I suggest that you and your Board chairman read what is said in RONR (10th ed.) on pages 436-437. You will find that your Chair need not vacate the chair simply because she is a candidate in the election, and that, if she does, she cannot prevent your Vice-Chair from presiding or unilaterally determine who will.