MindBenders - Parliamentary Procedure

Mind Benders and Brain Teasers:

This is where we will post questions and situations that will test your knowledge of parliamentary procedure. If you have a parliamentary Mind Bender or Brain Teaser that you would like to share, send it to mindbenders@parlipro.org and we will print the best ones here. Unless otherwise noted, the parliamentary authority is Robert's Rules of Order Newly Revised (RONR), 10th edition. The informal parliamentary opinions expressed here follow general principles of parliamentary law and Robert's Rules of Order Newly Revised (RONR), 10th edition, and are based solely on the brief summary of facts presented, without the benefit of having reviewed the bylaws and other governing documents. An association's own bylaws, covenants, Articles of Incorporation, Special Rules of Order, and local or state laws will supersede what RONR says. A significant difference in facts could result in different conclusions being reached. If there is much at stake, readers are encouraged to seek a formal written parliamentary opinion from a Professional Registered Parliamentarian, which includes a thorough review of the organization's bylaws and governing documents. Nothing here should be construed as an interpretation of statutory law.

Answer to Mind Bender for April 2005:

All references are to RONR 10th ed

Question: In a non profit organization, nobody is willing to be nominated for the office of Treasurer. The bylaws don't address this, but is there anything that states that the current Treasurer has to remain in that position until a replacement is found?

Answer: The answer to is "maybe". Check the bylaws and see what is said regarding officer terms. Often the bylaws will say something like what is shown in the sample bylaws of RONR:

"The officers shall be elected by ballot to serve for one year or until their successors are elected..."

In such a case, the Treasurer would serve UNTIL A SUCCESSOR IS ELECTED. On election night, nominations from the floor are in order and the chair must call for them unless your bylaws say otherwise, and write-in candidates are allowed if the vote is by ballot. If nobody is elected on the night your elections are held, then the current Treasurer would be bound to continue serving until a new Treasurer is elected.

Even if the Treasurer resigns, RONR says that "The duties of a position must not be abandoned until a resignation has been accepted and becomes effective, or at least until there has been a reasonable opportunity for it to be accepted." Practically speaking, however, people really cannot be forced to do something that they are unwilling to do, and there may be a limit to their willingness to serve.

The answer to this question could be complicated if the bylaws prescribe term limits, e.g. "...the Treasurer shall serve no more than two consecutive terms in the same office." If the Treasurer has already served two terms, then the bylaws would preclude them from serving longer than two terms. Such a rule in the bylaws cannot be suspended.

If you have no Treasurer, obviously you will have to find someone to whom the duties of the Treasurer can be delegated on a temporary basis. Perhaps the Treasurer just needs some help, and a software program or an accounting firm could be hired to lessen the impact of the duties of the Treasurer and you may find that someone is willing to serve under more favorable conditions.

Perhaps your best option would be to offload as much of the responsibility of the treasurer as possible (to an accountant, maybe?), in order that a member would be willing to fill that role, and at least provide a treasurer's report. Most bylaws are not very specific as to the duties of the treasurer, and being "responsible" may just mean "overseeing" the accounting practices and signing the checks.