The option of voting via email is a good method for many organizations to avoid the hassle of in-person meetings. This means that volunteers who can’t travel to meet face-to-face still take part from their home or office. Furthermore, it cuts out costs for tickets to the train or plane and gas, hotel rooms and business lunches.
However, email voting can be a source of problems that make it less than ideal for boards. Emails don’t allow board members to communicate simultaneously and take a valid vote. Emails are also susceptible to hacking or spoofing. Lack of clarity can cause problems for third-party organizations which depend on the authenticity and accuracy of board voting.
During the COVID-19 epidemic, many organizations informed The Center for Nonprofits that they were shocked that their bylaws wouldn’t allow them to use emails to vote on a unanimous written consent. The majority of state laws that govern the operations of nonprofits do not specifically cover this technology. Instead, they depend on general rules to take action without a formal meeting for example, unanimity in writing.
If a board of a non-profit organization wants to make an important decision outside of a meeting, it should be approved by all directors. This can be accomplished by adopting a written procedure that requires all directors to respond by email or by fax. The entire vote must then be confirmed at the following board meeting, and recorded into the www.boardroomhub.blog/legal-implications-of-board-decisions-made-by-email-vote minutes.