Policy: Board Action Taken Without Meeting

In order to facilitate the conduct of the business of All Souls Church pursuant to the powers provided under the Bylaws, the President, or, in his stead, the Vice-President acting as President under authority of the Bylaws, may call for a vote by the Board of Trustees to be taken without a called meeting, by email communication on a sufficiently specified matter. The proposed matter will be deemed approved or authorized when the President has received unanimous consent votes from the Board members. Consent may be in the form of a signed writing delivered to the President, or an email from the Board member’s address sent to the President’s email address.

A consent sent pursuant to this policy has the effect of a vote taken at a called meeting, and an action approved or authorized pursuant to this policy will be described as such in the Board’s Minutes.

Prior to receipt of the final consent on a proposed matter, the President may recall the proposal from consideration of the Board.

Adopted by the Board of Directors on September 13, 2016

Ed Note, July 1, 2019. This is the first policy enacted by the Board of Trustees after I took office as President on July 1, 2016. It immediately was apparent to me that many routine matters that required Board vote took up a great deal of Board meeting time and often delayed action on timely matters. Vermont law provides for electronic Board voting having effect, so long as the vote is unanimous. If there is any debate a Board member feels needs to occur, the President has the authority to cancel the vote or table it until the Board meets.

As a result a lot has been accomplished in a more timely fashion between Board sessions, and the length of Board meetings was reduced significantly.