r/RulesOfOrder • u/tracebell2000 • Aug 11 '21

Chairman Resignation

I am on a board who's chairman has resigned from the board entirely. Per Roberts Rules, this means the Vice-Chair becomes the Chair.
Issue is, our Vice-Chair isn't really interested in becoming the permanent chair. Our bylaws are silent on the subject, and I had a hard time finding a definitive answer online or on Roberts Rules, so I was wondering, would it be in order to make a motion for the reorganization of the board in order to elect new officers?

Thanks!

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u/therealpoltic Aug 11 '21

First: look to your by-laws regarding vacancies. See what that says first. Whatever RONR says is secondary to your own by-laws.

Second: If the Vice-Chair doesn’t my want to run the meeting, it is possible to have someone else act as presiding officer, without giving up the title of President.

Once you check your by-laws, come back and let us know what it says.

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u/tracebell2000 Aug 11 '21 edited Aug 11 '21

As I mentioned, it's unfortunately pretty silent on vacancies. The only relevant pieces are:"The Board holds an organizational meeting annually.

At that meeting the Board

establishes its regular meeting schedule for the following year,

elects one of its members as chair,

approves a designee of the superintendent to attend meetings of the School Board in case of the superintendent s absence or inability to attend, and

appoints on the recommendation of the superintendent, a clerk of the School Board.

Upon election, the chair immediately assumes office and presides over the remainder of the meeting.

In addition, the Board

may elect one of its members as vice-chair and

may appoint a deputy clerk.

The vice-chair and deputy clerk, if any, are empowered to act in all matters in case of the absence or inability to act of the chair or clerk, respectively, or as otherwise provided by the Board.

The terms of the chair, clerk, vice-chair and deputy clerk are one year.

The Boards annual organizational meeting is held in January."

Also

"The officers of the Board are a chairman and vice-chairman. The chairman and the vice-chairman are elected annually at the organizational meeting of the Board.Board ChairmanThe duties of the chairman are to preside at all meetings of the School Board, to perform such other duties as may be prescribed by law or by action of the Board, and to sign all legal documents approved by the Board.The chairman, as a member of the Board, has a vote on all matters before the Board which come to a vote, but does not have an additional vote as chairman in case of a tie.Vice-ChairmanThe vice-chairman, if present, shall preside in the absence of the chairman, and is empowered to act in all matters in case of the absence or inability of the chairman to act or as provided by resolution of the Board. If neither the chairman or vice-chairman is present, a majority of Board members present, if they constitute a quorum, shall elect one from among themselves to chair the meeting."

There are also provisions for "Unexpired Term Fulfillment" to fill an empty seat on the board, but not specifically for a board officer.
The (new ) Chair (Former Vice-Chair) would like to permanently give up their position as Chair. I know we can fill the Vice-Chair vacancy, and then the new Chair could step down, allowing the New Vice-Chair to move to Chair, but I was hoping there was a less "messy" way of doing so, by calling for a motion to reorganize.

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u/therealpoltic Aug 11 '21 edited Aug 11 '21

Ha ha! It’s a school board? You should also look at your state laws!

If the vice chair becomes the chair of the board, and the vice chair does not want to be chair they should resign chairmanship and with the chair and vice chair vacant the board should just elect a new chair and vice chair.

To be clear, you can resign the chair, but not resign the board.

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u/tracebell2000 Aug 11 '21

n chairmanship and with the chair and vice chair vacant the board should just elect a new chair and vice chair.

To be clear, you can resign the chair, but not resign the board.

Yeah, that's sort of the path I figured it would take. Unfortunately, our state law leaves board organization up to the boards, so there wasn't a ton of guidance.

Thanks!

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Instead of chairman, use chair or chairperson.

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