Succession of committee members
Question
We are looking for new committee members. At the last general meeting, we established a selection committee for this purpose. This has drawn up specifications for the open positions on the committee. Could you provide us with further tips for our search?
Answer
It is often not easy to find suitable successors for an honorary post. Both the content of the position (tasks) and relationships play an important role in the search. The role may appeal to somebody as he or she can contribute special knowledge or because the association's purpose is something close to his or her heart. Others are looking for such a position as a means of finding a balance to their professional life and like to work on unusual tasks. The desire to achieve something together with other committee members can also be a key motivator. Specifications certainly help in giving the interested individual an impression of the tasks that await them and in making clear which of their skills they can contribute.
The most successful method is to directly approach people who may come into consideration in person. Explain how you yourself identify with the association and describe your motivation for the work you do. Share funny experiences and interesting anecdotes with your counterpart. Tell (success) stories, for example about a particularly successful event, a fruitful cooperation with the municipality or the launch of a new website.
Question
Our small gymnastics association is having difficulty finding new committee members. Of our active gymnasts, almost all have already held office at one time or another. One committee member has now had the idea of asking an individual who isn't a gymnast at all, but whose children are in the squad. Can a non-active member be elected to the committee? And does this even make sense?
Answer
There is nothing standing in the way of this plan unless it is stated in your articles of association that only active association members can be elected to the committee. After all, you are not looking for somebody to do a cartwheel or perform as many squats as possible. Rather, you want to find somebody who is capable of co-leading an association and who can fit into its committee. It is also possible that you are looking to fill a specific area of responsibility, for example somebody to oversee the actuarial or financial side of things or even to take on the role of chairperson.
Good minute-takers, financial experts and leadership figures can also be found outside the ranks of the active gymnastics team. A committee member should, of course, have an interest in the association's activities, but a somewhat external perspective can surely be of no detriment to the association.
Question
What are the consequences if it is not possible to fill the seat of the chairperson during the elections at the next general meeting?
Answer
Even if the seat of the chairperson is temporarily not filled as stipulated by the articles of association, this has no legal consequences for the association, provided that the vacancy is not dragging on for years and the association is actively searching for a new chairperson. After all, it is highly unlikely that someone is going to file a complaint for that matter. However, if the vacancy might persist for a prolonged period, a corresponding amendment of the articles of association should be considered. The same applies to other vacancies on the executive committee.
During the vacancy, it is important to distribute the tasks among the committee members effectively, according to the available time and professional interests of each member. A contact person should be appointed for internal and external issues (a function which is usually assumed by the chairperson). For the public, it must be clear who to contact by telephone or in writing.
Of course, the signatory rules must be modified, too.
The vacancy can also represent an opportunity. The position of chairperson might become more attractive for potential candidates if the responsibilities of the executive committee are shared among several committee members. Members can be mobilised to provide occasional support or the position of a co-chair can be introduced. During the transitional period, a new culture of cooperation might emerge.
Question
A member of our association's committee has tendered his resignation, as he is moving away from the area. However, only around 18 months of the four-year term of office have passed. Is it actually permitted for this individual to step down? Where necessary, is the committee itself able to define a new member prior to the next general meeting so that it remains able to perform its function?
Answer
It often occurs that a committee member is unable or does not wish to complete his or her term of office. Committee members also have the right to withdraw from the association. Should a committee member step down at the end of an association year, by-elections usually take place at the next general meeting.
If a committee member stands down during the course of the year and their absence is manageable, it is possible to wait until the next general meeting. However, if the committee is urgently relying on a replacement so that it can continue its business, it is beneficial if the articles of association allow for so-called co-optation. This means that the committee itself can hold a by-election. The corresponding article may then, for example, read as follows: "Vacancies that emerge during the course of a business year can be re-filled by the committee itself prior to confirmation by the general meeting". If this option is not provided for in the articles of association, the committee can hold elections at an extraordinary general meeting. Or it has to see how it can get things done without a replacement. In any case, it is the responsibility of the departing committee member to ensure the careful handover of official business.
Question
A while ago, a member of the board announced that he was stepping down from the board. Now he wants to reverse his decision and remove the item "Election of a new member of the board" from the agenda. But not all of the members of the board are enthusiastic about having him remain on the board. We also already have a new candidate. Do we simply have to accept the reversal of his decision?
Answer
The resignation of an elected member of a corporate body is what is known as an "act of formation" that directly results in (creates) a legal situation. In other words, as of the date when he announced that he was stepping down the member concerned was no longer a member of the board. In order for the member concerned to remain on the board, he must be elected again at the annual general meeting.
Question
Our association has been in existence for more than 50 years and organises various activities for senior citizens. In some cases, these are now carried out by other organisations. We now find ourselves in a situation where nobody else wants to join the association and even committee members occasionally want to step down. All of the members have already served on the committee. While individual members want to continue taking on tasks, they have no desire to sit on the committee. What would be your recommendation to us?
Answer
Your association cannot avoid the question of whether it is still needed and what would happen if the association no longer existed. Together with your colleagues, consider which activities you absolutely want to continue with and in what form. What can be given up without issue? Perhaps there is an opportunity to link up with an organisation that pursues similar goals?
Whatever the answers to these questions may be, your association was good and necessary. Without it, these offers that others are now taking on wouldn't have existed in the first place. It would therefore not be true to say that the association had failed if it now had to be discontinued.
