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Email Voting For Board Decisions

by Phong Thủy Xăm

It’s a practical option for many browse around here non-profit organizations to avoid meetings in person. This means that those who cannot travel to meet face-toface can be able to participate from their workplace or from their home. In addition, it eliminates the need for tickets to train or plane and gas, hotel rooms and business lunches.

It isn’t the best option for boards due a number of issues. The use of email for voting doesn’t permit board members to communicate in a single session and take an effective vote. Email communications are also vulnerable to hacking or spoofing. A lack of clarity could cause problems with third-party vendors that depend on the validity and accuracy of board voting.

The Center for Nonprofits has heard from a variety of organizations during the COVID-19 pandemic, who were shocked to learn that their bylaws did NOT allow them to use email to request unanimous written consent votes. Most state laws that govern the operations of nonprofits don’t specifically refer to this particular technology. Instead they use general rules to decide without a formal meeting like a unanimous written consent.

If a nonprofit board wishes to make a major decision without an open meeting, all directors must vote. This can be achieved by establishing a written procedure requiring all directors to respond via email or via fax. Then, the entire vote must be confirmed at the next board meeting, and recorded in the minutes.

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