Clause

[Guest Learning Officer]

Hello everyone, I would like to know what should we do with this situation.

Our Bylaws says:SECTION 10 VACANCY – In the event of a vacancy for any of the Officers on the Executive Board, the Executive

Board shall notify the MAAD Club Members of the vacancy and shall set a deadline date for nominations from the Club Members to fill the vacancy. After the deadline has passed, the Executive Board shall review all nominations received

from the Club Members, and shall appoint a new Officer from one of the nominated individuals.

The first time we send the memo to the clubs there were no nominations at all. One officer made a motion to re-send the memo one more time and the deadline is Jan 31, 2011. If there is no nominations again. Do the Executive Board appoint anyone we chose since there is no nominations. I do understand that if there is nominations the board appoint someone that the clubs nominate. What do the board do if there is none. Problem is the election is not until 2012 for the new term. So the focal point is appointing someone and not have elections.

On election bylaw says: SECTION 8 ELECTIONS, AND TERMS OF OFFICE – At the Annual Meeting during even-numbered years of the

MAAD Board of Delegates, Officers shall be elected to two-year terms to take effect on May 1st.

[hmtcastle]

If there is no nominations again. Do the Executive Board appoint anyone we chose since there is no nominations.

Assuming the board members are also club members, why hasn't one of them submitted a nomination?

[Tim Wynn]

Hello everyone, I would like to know what should we do with this situation.

Our Bylaws says:SECTION 10 VACANCY – In the event of a vacancy for any of the Officers on the Executive Board, the Executive

Board shall notify the MAAD Club Members of the vacancy and shall set a deadline date for nominations from the Club Members to fill the vacancy. After the deadline has passed, the Executive Board shall review all nominations received

from the Club Members, and shall appoint a new Officer from one of the nominated individuals.

The first time we send the memo to the clubs there were no nominations at all. One officer made a motion to re-send the memo one more time and the deadline is Jan 31, 2011. If there is no nominations again. Do the Executive Board appoint anyone we chose since there is no nominations. I do understand that if there is nominations the board appoint someone that the clubs nominate. What do the board do if there is none. Problem is the election is not until 2012 for the new term. So the focal point is appointing someone and not have elections.

On election bylaw says: SECTION 8 ELECTIONS, AND TERMS OF OFFICE – At the Annual Meeting during even-numbered years of the

MAAD Board of Delegates, Officers shall be elected to two-year terms to take effect on May 1st.

Your bylaws can only be properly interpreted through a careful reading in their entirety, which is beyond the scope of this forum.

My advice on the matter was going to be what Mr. Mountcastle said... but now, I'll just agree with him and add that, if the board members aren't club members, their best bet will might be to actually talke to some real-life members and make something happen the old-fashioned way.

[Guest Guest]

Assuming the board members are also club members, why hasn't one of them submitted a nomination?

I have no idea why the club members have not submit the nominations. But we are a region organization that the clubs are affiliated to MAAD Regional organization. What should we officers do?

[Kim Goldsworthy]

SECTION 10 VACANCY – In the event of a vacancy for any of the Officers on the Executive Board, the Executive Board shall notify the MAAD Club Members of the vacancy and shall set a deadline date for nominations from the Club Members to fill the vacancy. After the deadline has passed, the Executive Board shall review all nominations received from the Club Members, and shall appoint a new Officer from one of the nominated individuals.

Do the Executive Board appoint anyone we chose since there is no nominations?

Yes.

Nominations are not a requirement for elections.

You cannot compel a body to offer up nominations.

But, lucky for you, the voter is free to WRITE IN any legitimate name.

You (collectively) are still the appointing power.

The fact that another party fell down on the job doesn't imply that you cannot do your job.

If you don't then you will be in violation of your other bylaw:

SECTION 8 ELECTIONS, AND TERMS OF OFFICE – At the Annual Meeting during even-numbered years of the MAAD Board of Delegates, Officers shall be elected to two-year terms to take effect on May 1st.

[hmtcastle]

I have no idea why the club members have not submit the nominations. But we are a region organization that the clubs are affiliated to MAAD Regional organization. What should we officers do?

Find a member and tell him that whoever he nominates will be on the board. He can even nominate himself.

By the way, are you sure you're MAAD and not MADD?

[Tim Wynn]

By the way, are you sure you're MAAD and not MADD?

Mothers Against Alcoholics Driving.

[Guest Guest]

Find a member and tell him that whoever he nominates will be on the board. He can even nominate himself.

By the way, are you sure you're MAAD and not MADD?

MIDWEST ATHLETIC ASSOCIATION OF THE DEAF,

INC., abbreviated and referred to as MAAD

[Guest Guest]

Mothers Against Alcoholics Driving.

http://www.maad.org

[hmtcastle]

MIDWEST ATHLETIC ASSOCIATION OF THE DEAF,

INC., abbreviated and referred to as MAAD

Thanks.

[Gary Novosielski]

Yes.

Nominations are not a requirement for elections.

In general that's true, unless the bylaws supersede RONR.

But this is not an election. This is a board appointment. And these bylaws apparently state that the board must choose from among those nominated.

So I would be loathe to interpret their bylaws the way you have, even though it would be more convenient to ignore that requirement.

[Kim Goldsworthy]

In general that's true, unless the bylaws supersede RONR.

But this is not an election.

This is a board appointment.

And these bylaws apparently state that the board must choose from among those nominated.

"Appoint" is the generic term, of which one way is via "electing". (The other way being via a motion.)

You said that the rule regarding the nomination process is in the bylaws. True.

Is it not a rule which is in the nature of a rule of order?

And is not a rule of order suspendable?

The violation of the rule carries no penalty. Nothing will be invalidated if the board does its appointing or its electing without a nominee coming from somewhere, or from nowhere.

If the board were to obey the "nomination" rule regardless, then the board will violate a more serious rule, the one regarding putting officers into office. You cannot very well expect an organization to run without officers for a full term of office.

So, if you are going to violate a rule, violate the lesser rule so that you may obey the greater rule.

[Gary Novosielski]

"Appoint" is the generic term, of which one way is via "electing". (The other way being via a motion.)

The ambiguity of terms is one reason why interpreting guests' bylaws is fraught with danger.

You said that the rule regarding the nomination process is in the bylaws. True.

Is it not a rule which is in the nature of a rule of order?

It is arguably not a rule regarding the "nomination" process (i.e, send by mail, x days, deadline, etc.), but rather a rule that uses the outcome of the nomination process to create an eligibility rule for "election", to use your term. If the board must fill the vacancy exclusively from a pool of names, then "write-ins" from beyond that pool are not permitted. If no "nominations" are received, nobody is qualified to hold office. Such a rule is not in the nature of a rule of order, and does not provide for its own suspension.

Or maybe it does!

We have no way of knowing, based on this snippet of bylaws. My point here is not so much that you are right, or that I am right, but that it is impossible for us, here, to actually have a valid opinion on what this very unusual bylaws language means.

Either opinion would dive deeply into the pool that is interpretation of bylaws. I think it's a good example of why that's a bad idea.

[Gary Novosielski]

I have no idea why the club members have not submit the nominations. But we are a region organization that the clubs are affiliated to MAAD Regional organization. What should we officers do?

No, the question was: If, as is likely, the members of the board are also members of the club, and therefore entitled to make nominations, why have none of the board members nominated anyone?

It sounds like you may be saying that the directors are not members of the club(s) and are therefore not eligible to nominate anyone. Is that right?