Board & Committee Management

Online Meetings & Open Meeting Laws

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Do Your By-laws Allow For Online Meetings? If you live in the United States, you may remember there was much ado when members of the House of Representatives had to return to Washington D.C. to approve a coronavirus relief package because the U.S. Constitution requires in-person voting. Any sort of vote conducted in another manner was vulnerable to a challenge. Similarly, if the bylaws of your non-profit don’t allow for virtual meetings or voting by email or if in-person voting is required by your state, then any decisions or even conversations about … Read more

Does Your State Prohibit Non-Voting Board Directors?

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A few years back I made a post addressing the assumption that ex officio positions on a board of directors were automatically non-voting. Spoilers: That is not the case. Apropos to that, I recently became aware of a 2009 law in California that prohibits non-profit organizations from having non-voting directors. I wasn’t aware that such restrictions existed anywhere so check the laws in your state. Thus, a nonprofit corporation may not have non-voting members on its board of directors. One of the rationales for this change was to clarify the use of … Read more

Toward Crafting Better Conflict Of Interest Policy And Practice

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As the world becomes more connected, rules and regulations governing conflicts of interest associated with geographic boundaries start to lose their relevance. Broader definitions and applications of a board member’s duty to a non-profit are required. This is the view of David O. Renz in an excellent guide on non-profit conflicts of interest on Non-Profit Quarterly. Renz compares the conflict of interest policy of the United States, which is focused narrowly in terms of private benefit and financial gain due to the definition originating from the IRS, with the broader application employed … Read more