Is a vote by ballot necessary?

[Andy Van]

One of the matters on the adgenda of a recent meeting was the nomination and election of our 5 Directors of the board. Per the bylaws, they are nominated from the general membership and voting is to be done by ballot. There were only 5 people who accepted their nominations. The president asked the members if, since they were running unopposed, could a decision of unanimous consent and a show of hands take place of voting by ballot. Eveyone said sure, fine, raised their hands in the affirmative, and there were no hands raised against. Is this legit?

Thanks.

[hmtcastle]

Is this legit?

No. "Per the bylaws . . . voting is to be done by ballot."

[Gary Novosielski]

One of the matters on the adgenda of a recent meeting was the nomination and election of our 5 Directors of the board. Per the bylaws, they are nominated from the general membership and voting is to be done by ballot. There were only 5 people who accepted their nominations. The president asked the members if, since they were running unopposed, could a decision of unanimous consent and a show of hands take place of voting by ballot. Eveyone said sure, fine, raised their hands in the affirmative, and there were no hands raised against. Is this legit?

Thanks.

If the bylaws require a ballot, then it is not legit, and the results of the election are null and void. Even if everyone agreed, what about people who might want a ballot, so they could write someone in, but they can only get that by objecting to the acclamation. That would reveal their intentions publicly, while the whole point of a ballot is to keep your intentions from being public.

If the bylaws don't require a ballot, or have an exception in this case (which many bylaws do) then what the president did was appropriate, even without the so-called unanimous consent request (which only requires silence, not affirmative assent).

Yours apparently do require it, so you're looking at a do-over.

[Tim Wynn]

One of the matters on the adgenda of a recent meeting was the nomination and election of our 5 Directors of the board. Per the bylaws, they are nominated from the general membership and voting is to be done by ballot. There were only 5 people who accepted their nominations. The president asked the members if, since they were running unopposed, could a decision of unanimous consent and a show of hands take place of voting by ballot. Eveyone said sure, fine, raised their hands in the affirmative, and there were no hands raised against. Is this legit?

Thanks.

"When the bylaws require a vote to be taken by ballot, this requirement cannot be suspended, even by a unanimous vote." - RONR(10th ed.), p. 398, l. 28 - p. 399, l. 1.