Written by Chris Majerle, PCAM on February 6, 2020
Community Association Edition
FFrom time-to-time, community board member term expirations get lost or misunderstood and elections are conducted incorrectly. Let’s look at a typical, odd number board (5) with staggered three-year terms.
The governing documents generally have some sort of provision for the first board to be elected with the members receiving the two highest vote counts getting 3-year terms, the next two 2-years, and the 5th receiving a 1-year term. From that point, forward, all newly elected or re-elected members receive a 3-year term. This keeps terms staggered.
Then it gets confusing. A board member moves or resigns. Sometimes that spot is filled; sometimes not. Then, an election is held. But whose term is up? How many “vacancies” are we filling.
The correct method of managing this is to track, not the people, but the positions. If board positions 1 and 2 are up for re-election in 2021, there are two positions up for election in 2021. Whether they are filled at the time or not, those two positions are up for re-election and the successful candidates will be elected to a 3-year term expiring in 2024. Let’s say position 3 had a director elected in 2020, but that director resigned. This vacancy may be filled by appointment (either by the board or by the president, depending upon the language in the documents). But, the appointment is only good until the next election. So, if the appointment was in August 2020, position 3 is up for re-election by the members in 2021. But, the person elected does not get a 3-year term. Instead, they fill the remaining portion of position 3 to 2024. It may seem confusing, but start a simple spreadsheet or document tracking the positions and who fills them:
| Position | Elected | Director | Expires | Comments |
|---|---|---|---|---|
| 1 | 9/1/18 | Joe Smith | 8/31/21 | |
| 2 | 9/1/18 | Mary Jones | 8/31/21 | Resigned. Replaced by Tom Johnson |
| 3 | 9/1/19 | Sally Simms | 8/31/22 | |
| 4 | 9/1/19 | Greg Harlan | 8/31/22 | |
| 5 | 9/1/19 | Vacant | 8/31/23 | Amy Belle Resigned 6/15/20. |
| 1 | 9/1/20 | Joe Smith | 8/31/24 | |
| 2 | 9/1/21 | Tess Soon | 8/31/24 |
Using this chart, Amy’s position was available after 6/15/20 for appointment, but only until the 9/1/21 election. No one was appointed and no one ran at the 9/1/21 election, so the position remains available for appointment. That is, for appointment until the 9/1/22 election and anyone elected to position 5 must run again 9/1/23.
So, now you understand that each position is placed in the members’ hands every three years whether vacant or not and appointments to mid-term vacant positions are for the remainder of the position’s term, but that’s not how you have been doing it. One way to correct this is to have the current board agree that ALL members will be up for re-election at the next election and they agree, beforehand, regardless of whether they or others are elected (the members should be notified in the annual meeting notice) they will hold a drawing immediately after the election to determine term lengths. For a 5-member board, place 5 pieces of paper in a bowl numbered: 1, 2, 2, 3, and 3. Each member draws a slip and that is the number of years they have on their newly elected position. From then, on, all elections are for 3-year terms. You have reset the election cycle and can now begin managing re-elections for properly staggered term expirations.
Of course, some governing documents mandate that the entire board be re-elected every year. If this is the case with your documents, I recommend strongly that you consider having them amended. A complete turnover of the board every year diminishes the institutional knowledge and disrupts the flow of a strong community management plan.