Election Terms

Forgive me if this has already been answered. I tried to do a search and read through many posts before deciding to post this question.

Our BOD has 5 Members. Each year a 3 year and a two 1 year terms are elected. This past September the President entered into year 2 of a 3 year term, the VP entered into year 2 of a 2 year term and the Sec/Tres. was re-elected at the expiration of her term. 2 at-large members were elected with a 1 year term and a 3 year term.

In January the Pres and VP resigned. One at-large member moved up to the Pres and one moved up to VP and 2 additional members entered the board by appointment.

Now to keep the terms staggering our documents clearly state that upon resignation of a director, his successor shall be selected by the remaining Board Members and shall serve for the unexpired term of his predecessor.

Does this mean that the at-large member with a 3 year term now has the term of the VP? And therefor would be up for re-election this year?

Does this also mean that the board should select which of the 2 new at-large members should be a 1 year and which should be the 3 year term?

Thanks!

just to clarify, our terms follow the director, not the position in office. So according to our Bylaws a new president can be chosen every year, but the person in that slot may have 2 more years in their term as a director.

Let's say Sally was voted onto the board by the Members and then voted the President by the Board Members in 2008. Sally was also given a three year term. Now in January of 2010, Sally resigned, our bylaws specifically state "In the event of death, resignation or removal of a director, his successor shall be selected by the remaining Members of the Board and shall serve for the unexpired term of his predecessor."

Since the Pres and the VP resigned at the same meeting, and the amendment allowing 5 directors instead of 3 was 'missing' among the Land Records, the Management company suggested that the remaining 3 board members take the positions just in case the amendment was not found and needed to be voted on again.

So...someone took Sally's position as President and finishes her 3 year term and another member took the VP slot and their term and the sec/tres stayed the same. The Board was then able to appoint two at-large members to the BOD once the amendment was found and verified.

Should they actually now appoint those 2 new board members as the Pres and VP? Or should they just keep going as is and appoint the 3 year and 1 year terms to the new board members?

Not that it makes a difference in the end, but the members do not vote for the terms. They should according to our bylaws, but our OLD management company ran our elections NOT in accordance with the bylaws and the BODs volunteered for the 3 year term or 1 year term. They did everything wrong, including giving each Owner 3 votes, when our bylaws clearly state that they can only have 1 vote per unit.

We don't want to recall the entire election, it's not worth that much trouble as long as they get it right this year.

We as Members are just confused as to who has what term and IMO feel that since they did vote to 'select' the successors, that they should follow the bylaws as best as possible in fixing the terms. They tried fixing them, but didn't adhere to all keeping or all changing, they tried to just shuffle them based on who they wanted to be up for election.

Christina,

My HOA also has staggered terms and our bylaws also state that if someone is appointed to the BOD they shall serve for the remainder of the term of the person they are replacing. The only difference with our staggered terms is that each board member serves a 3-year term but the terms are staggered so that they do not all expire in the same year. It doesn't matter what office a board member who resigns holds, what matters is when his term of office expires. So, when your board has to appoint someone to replace a board member, that appointed person will serve the remainder of the term -- period. Now when the appointed board member's term of office is up, that position will be up for re-election and the person elected will serve for the term of the original board member. In other words, if the appointed member only served for 2 yrs of a 3-yr term, when the office is up for re-election the elected person shall serve for 3 yrs. That way the staggering will not be changed. The Sec or PM should keep track of all of this. Our PM prepares a listing of all the board members, advisory committee members and committee members. For each board member, the year their term of office expires is shown. For your assn the number of years for the term of office could also be shown. For example: John Doe, Pres (2012 - 3 yr term) Then if John were to resign in 2011 it would be readily known that anyone appointed would serve until 2012 and when elections are held in 2012 that seat will be for a 3 yr term.