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Electronic communications between Board

Guest Rider

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7 hours ago, Guest Rider said:

This is jus a general question and our bylaws do not have any mention of electronic communications....

If all board members are included in email or text are those emails and texts between board members considered a meeting? 

No it is not.  The rules in RONR require all members to be present, physically, in the same place.

You could have rules in your bylaws to allow this, but if you don't, you can't.

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  • 2 weeks later...

This is not RONR territory, but check your state laws.

There may be restrictions and requirements as far as what is considered a “meeting”.

Open meeting laws, sunshine laws is where you will likely find them, as well as your by-laws.


Example: in my state, if emails or texts, or in person communications occur, and it contains what is in the group’s jurisdiction, and it is communicated to a quorum or more (directly or indirectly...think if a quorum was four people, and  person A tells B and C, then any of those people tell D, E, or F) then a meeting has occurred, and in my state, such a meeting is illegal, because it took place with no notice, etc, for those who have a right to attend, there was no agenda posted, as well as the whole group who should have been deliberating was not included. 

Once it was known, the chairperson was removed from office, for doing what was essentially orchestrating meetings of a “board within a board”, where all but two members spoke extensively by email, text, and phone, and made decisions on how to vote, etc, in order to control potential outcomes. 

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