The NESFA By-Laws
with Historical Annotations

Article III: Election of Officers

• 3.1 At the Annual Meeting the Membership shall elect, in order, a President, Vice-President, Treasurer, and Clerk. The Officers so elected shall assume office at the conclusion of all elections and shall serve until the next Annual Meeting and thereafter until their successors are elected.
  [Originally five Officers were elected; the Editor (who had been elected last) was deleted from the list in 3/75. Until 12/75 the Directors/Trustees (cf. note after Section 7.4) were elected immediately after the election of Officers.]

• 3.2 Only Regular Members are eligible for office. No person can hold more than one Office at any one time, nor can any person hold any Office for more than three consecutive terms in the same Office.
  [The last restriction never applied to the Editor: it's hard enough to find an Editor in the first place.]

• 3.3 The Nominating Committee shall be appointed not later than the first meeting in January. At the last regular meeting before the Annual Meeting it shall present nominees for the Offices.
  [First sentence added 3/71; "March" changed to "January", 11/83. For many years this section was printed with the wording "Nominations Committee", but "Nominating" has been the correct name since 3/71 (previously the By-Laws used both terms). Practice is another matter, of course...]

• 3.4 Additional nominations can be made:

  • (a) in writing, signed by five Members of any class and by the nominee indicating consent thereto, and submitted to the Clerk before the opening of the Annual Meeting; or

  • (b) from the floor at the Annual Meeting by a Regular Member, and seconded by at least two other Regular Members. Nomination from the floor of an absent person is inadmissible unless the written consent of the nominee is submitted to the Chair.
    [The requirements for a nominee's consent were added in 3/71 (and even then such consent was not required for Trustees).]

• 3.5 A quorum for any election consists of seven (7) Regular Members or forty percent (40%) of all Regular Members, whichever is greater, present in person.
  [As noted in Section 2.5, in 1967-71 proxies could be counted toward a quorum.]

• 3.6 A majority of the votes cast is required to elect. A preferential ballot shall be used for any Office for which there are more than two candidates.
  [1967-71 By-Laws: "A majority of those eligible to vote, present or represented by proxy" required to elect; a preferential ballot was then used only if requested by a third of these eligible voters.]

• 3.7 Voting shall be by secret ballot, and the Rules Committee shall be responsible for the collection, counting, and validation of the votes. Election may be by acclamation for any Office for which a single candidate runs unopposed. [Second sentence (and the word "secret") added 3/71.]

• 3.8 Whenever any Office (including that of President) becomes permanently vacant, an election shall be held without undue delay to fill the vacancy. A special election for such purpose shall be conducted in the same manner as an election at the Annual Meeting, except that there shall be no Nominating Committee. All Members shall be notified of a special election in writing at least two weeks in advance. Notice of a special election to fill a vacancy caused by the removal of an Officer is sufficient if given in writing at least seven days in advance.
  [3/71; previously there was a simple requirement for "due notice".]

• 3.9 Whenever there is a temporary or permanent vacancy in any Office other than President (unless such vacancy was caused by the suspension of half or more of the Executive Board pursuant to Section 8.4), the Executive Board shall temporarily fill the vacancy by appointing a Regular Member who is not an Officer or a member of the Rules Committee to serve until the vacancy is filled by election or by the return of the regular Officer.
  [The words "half or more" replaced "a majority", 9/75 (after the Executive Board had been reduced from five to four members). Prior to 3/71 no provision was made for temporary vacancies.]

• 3.10 As soon as possible after election, each Officer shall review and become familiar with the Articles of Organization, the by-laws, the standing rules, Chapters 156B and 180 of the Massachusetts General Laws, Section 501(c)(3) and related sections of the Internal Revenue Code, and the rules of order.
  [The reference to Chapter 156B was added in 3/71, the General Laws having been revised about the same time that NESFA was founded. Under the 1967-71 Constitution the familiarization was supposed to take place "within the first week of their terms".]

• 3.11 Whenever any person who is not a resident of Massachusetts holds office as Clerk, the Executive Board shall appoint a Resident Agent as required by law. [Added 2/72; never invoked.]