Hi Little Ben, Within our organization we elect our board members by nominating them and then having a secret ballot vote of the active body members. Should one of the elected board members resign during their term and there is no provision within the bylaws to fill the vacant position is it correct to say that an election needs to take place to fill the vacancy? In our case the President is the person who may be resigning his elected position.

Good day Tony,
I see two problems here. I do not know what your bylaws state about how someone becomes president. Is he elected and then becomes a board member? Or do members elect the board and they choose their officers?

If it is the first one, then the Vice President automatically becomes president and then you elect a Vice President. But if it is the second one, then the assembly elects a new board member and they choose the president. However, it would be considered proper for the vice-president of the board to become the new president by the laws of succession. Then the new board member elected would be whatever the board wants him to be.

I suggest that you review your bylaws and add something about filling vacancies.

Cheerio,

Little BEn

Question submitted by Tony on December 31, 2015

To learn more about this, click here.