The following questions has been received:
Is it necessary when appointing executive members to a group with a constitution to appoint all positions detailed in the constitution?

The simple answer is no.
Even if the constitution details that certain positions make up the executive group, if people cannot be found to fill certain positions, then they are simply declared “vacant due to lack of nominations”.

There are 2 wider questions which follow on. The first is when the position is filled and how. The second is that perhaps it is time to review the constitution.

Let’s deal with the first question. If a position is vacant after the Annual General Meeting (AGM) or a special meeting, then that position should be filled later when someone nominates. The consitution will generally be silent on this issue, but if it is not then that is where your answer lies.

If however, like most constitutions, it is silent then the executive who were elected could fill the vacant position or positions when a suitable and willing person appears by simply appointing them. If there is any doubt, then a Special General Meeting (SGM) could be called but this would normally not be necessary. In either case, the person filling the vacancy does so until the next election would otherwise have been held for that position.

The second question is about the constitution requring particular positions to be filled. It is unwise to list a whole range of positions in a constitution beyond the key positions such as president, vice-presdient, secrtary, treasurer etc. It is more sensible to just list the key positions and then allow the other positions to be elected on a needs basis. This allows a group to react to circumstances without bhaving to go through the lengthy and complex process of amending a constitution.

This Post Has 6 Comments

  1. jason

    the situation can be complicated with constitutional quorum requirements of the executive.
    for instance, if the executive committee of an association is composed of seven members (including President, Secretary and Treasurer), and the election held at the AGM results in only three positions being filled, one course of action as David suggests could be for those members who were elected to fill the vacancies by appointment. however, if the constitution also contains quorum requirements such as ‘four members present’ as in this case, the authority of those elected three members comes into question.
    in this situation, the association addressed the issue by taking the AGM as the ultimate decision making body of the organisation, and considering (and passing!) a motion to direct and authorise those three elected members to fill the remaining vacancies by co-option, despite the quorum requirements in the constitution.
    this action had a two-fold effect – supporting the elected committee, and making clear the will of the members.

  2. Heather Nelson

    Our Chairperson resigned after only 2 months at our Professional Art Society. and so far no-ne will take the place.
    I am the Secretary, and I have not the knowledge to take over the running of the club.
    I feel the club may close. But the words above have helped me… Thanks! there is a meeting tonight!

  3. Michael O'Neil

    Our Executive holds staggered elections for President, 1st & 2nd VPs, Secretary, Treasurer and three regional Directors. Our secretary has served for 6 years (the end of his third 2 year term). Our nominating committee failed to find a replacement and when put to the floor, there were no volunteers for the position. Other Executive members have full plates so are not interested in taking on the responsibilities. What do we do next?

  4. Keith

    If no one is being nominated for the treasurer position and nobody qualified for the position, can the president by executive order out source to fill the position

  5. Skeeta

    hi I have a question on the wording of minutes at an AGM. The minutes were referring to positions fill after a returning officer was nominated and written nominations received. The positions were filled and were written up as such
    Chairperson Named Declared
    is there anything wrong with this?

    1. David Price

      I can not see a problem with what you have said occured.

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