Administration: Election Administration
To ensure that each Lamaze International member, whether or not she or he can be personally present at the Annual Meeting, has a vote both in the election processes.
ProcedureThe following procedure is established in the Lamaze Bylaws for nominating and electing members of the Board of Directors. The Search Committee will follow the timeline and procedures outlined in the Lamaze Bylaws, which includes:The Search Committee shall:
- Issue a call for nominations for the vacant Director positions and actively seek out leadership candidates from members of Lamaze International in good standing.
- Review the qualifications of all persons nominated for service on the Lamaze International Board of Directors, and certify that individuals on the slate of candidates are duly qualified to hold the posts for which they are nominated. The Committee shall endeavor to identify candidates in accordance with the instructions of the Board of Directors regarding what experience, skills, or expertise is desirable so that the Board, as a whole, has an appropriate balance of expertise and constituency representation.
- At least 120 days prior to the meeting at which the election will be held, present to the Board of Directors a report consisting of nominations of one candidate for each Director position to be filled. The report will then be sent to the membership. The report shall include a short biographical sketch of each candidate and instructions for submitting additional nominations.
- Accept additional candidates supported by written petition by the membership. A nomination petition must be signed by at least fifty (50) voting members and must be submitted to the Committee at least ninety (90) days in advance of the meeting at which the election will be held.
- At the close of the nomination period, verify that any additional candidates nominated by petition are duly qualified to hold the posts for which they are nominated.
- Prepare a ballot that includes the candidates nominated by the Committee and any additional candidates nominated by membership petition.
Notice of the Annual Meeting shall be made to all voting members in writing and be delivered no less than thirty (30) days nor more than fifty (50) days prior to the meeting. Notice must be delivered by mail, facsimile telecommunications or electronic mail to each member. Notice of the annual shall include the Agenda for the meeting, which must include a statement of all matters upon which vote will be taken. The Annual Meeting and any special meeting shall be held at the office of Lamaze International or at such other date and time and venue set by the Board of Directors.
With the notice of the Annual Meeting, a proxy ballot shall be made available to each voting member of record shall be, which shall be accompanied by biographical information about the nominees and such other information as may be requested by the Search Committee. Proxy ballots will require information from which it can be reasonably determined that the authorization was authorized by the member.
The President, at the Annual Meeting, shall appoint three (3) Supervisors of Election from among the membership whose responsibility shall be to count all proxies received and votes cast by hand, and to announce the At-Large Directors.
The winning candidates will be determined as follows: If there is an absence of representation of a Lamaze-Certified Childbirth Educator (LCCE), healthcare provider, or parent/consumer advocate, then the candidate representing that membership type receiving the greatest number of votes is elected. Otherwise, positions are filled from among the candidates according to who received the greatest number of votes.
The Date of Record for determining members entitled to vote at any meeting of members shall be fifty (50) days prior to the date of the meeting.
The presence in person or by proxy of the lesser of one hundred (100) voting members or one-tenth (1/10) of the total number of votes entitled to be cast shall be necessary to constitute a quorum for the transaction of business at any all-member meeting. Where a quorum exists, a majority vote shall decide all questions unless a larger vote is required by law or unless otherwise stated in the bylaws.
Each voting member of Lamaze International on the Date of Record shall be entitled to cast one vote on any matter voted on by the membership at a meeting. All substantive matters on which a vote is to be cast shall be included on the Agenda for the meeting at which the vote will be taken.
The Board of Directors shall cause to be prepared a proxy instrument(s) for all matters on the Agenda for any all-member meeting at which a vote is to be taken, which proxy(ies) shall provide information about the subject of the vote, provide an opportunity to dictate the vote of the assignee on selected matters, and/or to assign the proxy to another voting member or official of Lamaze International to be voted at the meeting. Such proxy(ies) shall be made available to each voting member of record with the notice of meeting. A list of voting members of record, in alphabetical order and certified by the official whose responsibility it is to maintain the membership records, shall be available at each all-member meeting. No person shall be entitled to vote at any meeting unless his or her name appears on the Certified List of Voting Members as an individual voting member; and no proxy may be voted without validation by the membership secretary or duly appointed delegate thereof that the individual who signed the proxy is in fact a voting Member of Record. Proxy ballots will require information from which it can be reasonably determined that the authorization was authorized by the member.
The names of successful candidates for At-Large Directors will be announced immediately after the proxy ballots are counted by a spokesperson selected by the Supervisors of Election.
Approved: April, 1993
Revised: October, 1996; October, 2018