2025 Proposed Bylaws Amendments

Uncontested Election FAQs

Who will create the Board slate?

As in the past, the ASIS&T Nominations Committee will develop the Board slate. The Nominations Committee is chaired by the Immediate Past Chair. The remainder of the committee is comprised of two members appointed by the President, one member appointed by the SIG Cabinet and one member appointed by the Chapter Assembly. This committee’s work is independent of the Board. While the Board can give guidance on strategic priorities and board member characteristics that would support the strategic priorities, the final selection of the nominees rests with the Nominations Committee.

Do uncontested elections give too much power to the Nominations Committee?

Under the current bylaws structure, the membership trusts the Nominations Committee to offer two strong candidates for every vacancy. Often the focus of the Nominations Committee is on ensuring the right geographic distribution of Board slots vs. the unique potential contributions of the candidates. The membership casts its vote between those candidates based on limited information about them.

Under the proposed structure, the same Nominations Committee would be tasked with finding the best possible candidate for each vacancy based on what the association needs to grow and thrive. The same Nominations Committee that the membership trusts to present two qualified candidates would now present one, freeing up time to focus on the quality of each candidate.

How will this be different from what we currently have?

The current bylaws require that two names be put forward for every one vacancy on the Board unless two willing and qualified candidates cannot be identified. In the past two years, the President-Elect position has run as an uncontested election because the Nominations Committee was unable to identify a second willing and qualified candidate for the position. To be clear, multiple people were invited to run and all but one declined to run. In the 2024 election, the Nominations Committee felt that a practitioner member should be added to the Board and designated one of the two vacancies to be filled by a practitioner member. Two candidates were sought to run for that position, and again, only one willing and qualified member came forward.

What are the pro’s of uncontested elections?

Associations are moving toward uncontested elections because they allow the nominations committee to ensure the right mix of characteristics, skills, experiences, and diversity on the Board. The composition of the Board should be determined by the needs of the organization, as defined by its Strategic Plan. This information then feeds to the Governance Committee (responsible for Board succession planning) and the Nominations Committee (responsible for developing the slate each year) who are responsible for identifying the individuals that possess the needed characteristics, skills, experiences, and diversity and invite them to serve. Likewise, these groups look at who is leaving the Board in any given year and what will be lost when that person leaves. If their unique contribution must be replaced, that is taken into consideration as well.

In a contested election, it is impossible to ensure that the ideal Board composition is achieved. In a scenario where there are two unique attributes needed on the Board (for example, financial acumen and fundraising experience), the Nominations Committee could put forward two people with financial acumen and two people with fundraising experience for the two open positions. That is assuming that four such people are willing and able to serve on the Board for three years. It is then up to the membership to select which two of the four become Board members. Typically, the best known of the candidates win the election, regardless of the skill set(s) they may bring to the Board. So, there is every possibility that after the election the association will be left with two people with the same unique characteristic.

Further, those two people who have now lost an election are unlikely to run again if asked. Half of the willing and qualified candidates interested in serving on the Board are no longer willing to run and risk losing a second time. We often see this in the President-Elect slate where two excellent candidates run against each other, one wins, and the other declines the opportunity to run again.

What are the con’s of uncontested elections?

Uncontested elections can lead to voter apathy if the membership does not understand that it does still have a say in the direction of the association even when being asked to vote for one candidate vs. select between two. It is important that the membership understand that it can still vote yes or no on any candidate. If a majority of the voting members disagree with the Nominations Committee’s choice of candidate, that candidate will lose the election. The proposed Bylaws allow for a special election in the event that this happens. The revised Bylaws also allow for write-in candidates.

What if I don’t like someone that the Nominations Committee proposes?

The proposed Bylaws state that each candidate is elected by a plurality of the vote for that candidate. This means that each candidate is elected separately. Essentially the vote would look like this:

• Yes
• No
• Abstain
• Write In ______________________________________________

For each candidate the member has the option to say “no” or offer an alternative candidate. If a plurality of the voting members select no, abstain, or Write In then that candidate does not win and a special election would be held to fill that seat.