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Guest sue

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Hi:

I am going through the constitution and rules for our non profit organization. I have received great advice from this site, but know I am really confused. Could someone plesae share some light onto which way is the proper way. In our constitution all positions on the board including directors and executive members are all voted by the membership at our annual AGM. V.P and secretary in even years and President and treasurer in even years, all holding two year terms, all other directors are yearly. Under Director of vacancy if a board member resigns or dies and that has been accepted by the board of directors, the board can appoint the position to someone and the term is filled for the remaining of their term.

Then it says

The board of directors shall be responsible for the appointment and renewal appointments of ALL positions with the club except for those positions elected by the membership of the club. This shall include the apponitment of volunteers and paid positions, with the admin positions with the clubs operations. The selections process and appointments shall be based on procedures outlined in the clubs published rules.

So can a board and executive elect a person to fill in on an opening on the board, if this position was voted by the members to begin with President person is open at this time and the secretary has resigned and the board appointed an individual to fill the position. They are trying to move people up the ladder so they can fill the President position.

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So can a board and executive elect a person to fill in on an opening on the board, if this position was voted by the members to begin with President person is open at this time and the secretary has resigned and the board appointed an individual to fill the position. They are trying to move people up the ladder so they can fill the President position.

If there is a vacancy in the Presidency, the Vice President automatically becomes President unless the Bylaws explicitly state otherwise for the position of President. The Vice President position would then need to be filled by following the vacancy provisions in your Bylaws. Interpreting those provisions is beyond the scope of this forum and is up to your organization. See RONR, 10th ed., pgs. 570-573 for some Principles of Interpretation.

At first glance, however, it appears to me that the two provisions you've referred to are about entirely different things. One is about the board filling vacancies in officer and director positions elected by the membership. The other is about the board appointing (not just filling vacancies) people to other positions not elected by the general membership, such as volunteers and paid employees. I could be wrong, though. They're your organization's Bylaws.

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The board of directors shall be responsible for the appointment and renewal appointments of ALL positions with the club except for those positions elected by the membership of the club.

So can a board and executive elect a person to fill in on an opening on the board, if this position was voted by the members to begin with President person is open at this time and the secretary has resigned and the board appointed an individual to fill the position.

Your bylaws can only be properly interpreted in their entirety, something that's beyond the scope and purpose of this forum. Excerpts and paraphrases are insufficient.

That said, it looks like, from what you have posted, that your board does not have the authority to fill vacancies on the board.

But don't take my word for it!

Ask the board to show you where it says they can do what they want to do. This is known as the burden of proof. If someone says something is true, the burden of proof is on him to prove it.

If people say the moon is made of cheese, you don't have to prove that it's not, they have to prove that it is.

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Your bylaws can only be properly interpreted in their entirety, something that's beyond the scope and purpose of this forum. Excerpts and paraphrases are insufficient.

That said, it looks like, from what you have posted, that your board does not have the authority to fill vacancies on the board.

But don't take my word for it!

Ask the board to show you where it says they can do what they want to do. This is known as the burden of proof. If someone says something is true, the burden of proof is on him to prove it.

If people say the moon is made of cheese, you don't have to prove that it's not, they have to prove that it is.

Hi H:

Thank you for your help, I was still reading and under the secretary, in the absence of the VP and the President the secretary steps up and will preside until the immediate election or appointment of a NEW persiding officer. I am understanding that a secretary can only step in till the election of the new President. Make sense

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Hi H:

Thank you for your help, I was still reading and under the secretary, in the absence of the VP and the President the secretary steps up and will preside until the immediate election or appointment of a NEW persiding officer. I am understanding that a secretary can only step in till the election of the new President. Make sense

Well, again, I don't know what your Bylaws say or mean, but the rule in RONR is that the Secretary would only preside until a Chairman Pro Tempore is elected. He would then preside for the duration of the meeting, or until the President or VP shows up or is elected. The only reason a President would be elected in your situation, however, is if the VP position is also vacant. Under RONR, the VP automatically becomes President if there is a vacancy.

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I'm trying to imagine a situation where the board won't accept a death. That's a pretty tough board, if it won't excuse you of your duties, even after you die. :blink:

Reminds me of an obscure Monty Python line.

*****

In a land called Happy Valley, where it is illegal to be unhappy, a person is arrested for violating the law.

JUDGE: You have been found guilty of being depressed. I sentence you to be hanged. Until you cheer up.

***

Tough crowd! :huh:

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