Voting

[Guest Chris Skaggs]

Our meeting procedures state that "each member has one vote. A motion will be carried when a majority of members present at a meeting vote in favour of the motion." I am looking at our upcoming board elections. Based on our procedures does this mean that a member has to be present to vote, or can we accept a proxy vote for a member who will be absent - even though proxy vote isn't identified anywhere in our procedures? If we cannot accept a proxy vote because it is not identified, can we suspend our policy so that we can accept a proxy vote? Does advance notice have to be given of this suspension - or can it be done with formal motion or general consensus at the meeting at which the elections will be taking place?

[Chris Harrison]

Proxy voting is not permitted unless the bylaws specifically provides for it (RONR pp. 408-409).

[Gary Novosielski]

Our meeting procedures state that "each member has one vote. A motion will be carried when a majority of members present at a meeting vote in favour of the motion." I am looking at our upcoming board elections. Based on our procedures does this mean that a member has to be present to vote, or can we accept a proxy vote for a member who will be absent - even though proxy vote isn't identified anywhere in our procedures? If we cannot accept a proxy vote because it is not identified, can we suspend our policy so that we can accept a proxy vote? Does advance notice have to be given of this suspension - or can it be done with formal motion or general consensus at the meeting at which the elections will be taking place?

If your parliamentary authority is Robert's Rules, then proxy voting is prohibited, unless your bylaws permit it expressly, or if your state law demands that you allow it, even if you should wish to prohibit it. (By adopting RONR, you are adopting language that seeks to prohibit the inherently undemocratic practice of proxy voting.)

Also, your bylaws contain an unfortunate departure from the rules in RONR, in that motions apparently require a majority of those present. There is no need for that language, unless your intent was to override RONR's normal vote requirement, which is only a majority vote--meaning a majority of those present and voting.

Whether that was your intent or not, that's what you have. As a result, members effectively cannot abstain, because doing so would have essentially the same result as if they had voted against the motion. According to the well-designed rules in RONR, abstentions should not affect the outcome of a vote. You might consider changing striking that language.