Email Voting For Board Decisions

The option of voting via email is a good option for many nonprofits to avoid in-person meetings. Volunteers who are unable to travel to a conference can still participate via email. It also helps reduce the cost of train or plane tickets and lodging for business lunches, gas, and lodging.

The voting process via email is not suitable for boards due to several issues. The most significant issue is that emails can’t offer simultaneous communication that allows board members to hear each one another and respond simultaneously which is essential to be able to vote on a valid board. Email communications are also vulnerable to hacking or spoofing. Uncertainty in the communication can also create problems for third-party companies that depend on the validity and accuracy of board vote.

During the COVID-19 epidemic, many organizations informed The Center for Nonprofits that they were shocked that their bylaws did not allow them to use emails to vote on a unanimous written consent. Even now, many state laws that govern the operations of nonprofits don’t specifically deal with this new technology, instead they rely on general guidelines for taking action without a meeting. This includes unanimous written consent.

If a nonprofit board would like to take an important decision without any meeting, the directors must be in agreement. This can be achieved by establishing a written procedure requiring all directors to respond by email or fax. Then, the entire vote must be confirmed at the next board meeting, and recorded in the minutes.

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