Online Meetings & Open Meeting Laws

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

Handling Contractual Elements of Event Cancellations Due To Epidemics & Other Crises

As event cancellations have started to mount due to the growing number of Covid-19 cases around the country, there has been a lot of concerned conversation occurring about the invocation of force majeure clauses in performance contracts. If you are not aware of its application, the clause generally relieves all parties of their contractual obligation due to severe weather, natural disasters, civil unrest, government declarations, union actions and epidemics. I say generally relieves because there has been communication to my state consortium that some organizations are seeing contracts which include penalties for … Read more

Does Your State Prohibit Non-Voting Board Directors?

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

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