Email vs Meeting votes (was Re: [Board] Re: Motion: Support visit to meet with the emerging Vietnam Chapter with funding)

Tyler Mitchell (OSGeo) tmitchell at
Tue Mar 23 12:13:56 PDT 2010

Jeff McKenna wrote:
> Yes that's right, no official vote occurred, I did ask for an email vote
> but apparently we must do this through a voice vote.  I've added this
> motion to the agenda of the next meeting (I hope the "April Fools"
> meeting date doesn't affect my chances).

Hi Jeff,

Ah.. I think this has been the primary point of confusion, hopefully I
can clarify.  There was a vote, done via email.  The vote required 100%
director support to pass, which it did not receive.  If the vote had
been done during an official board meeting (voice, not email), then it
would have only required votes of a majority of directors in attendance
to pass.

With my secretary hat on...

Anyone making an email motion should consider the intricacies of the
process or else hold off from making the motion until the matter has
been better discussed or until the next regular board meeting when those
in attendance can discuss and vote.

Sorry for being a squeaky wheel on this procedural point, but if there
is no intent to accept a failed email vote as final (merely to
reintroduce it at another official meeting where a directors -1 vote
won't block) then why have the vote?

Then how could any board decision be considered final?  As a board you
might articulate a rationale for why/when a re-vote is reasonable.  What
if there were more -1 voters, would there be interest in a re-vote?  It
opens quite a subjective door to governance.

Of course, it could be argued that this was a close vote and needs to be
re-voted on.  But I want to clarify that: "we must do this through a
voice vote" is not really true.  That's only if someone is going to
insist on a re-vote, which carries with it the obvious expectation that
the results will be different.

If it was a less important motion, there would usually be attempts to
convince a blocking voter.  Personally, I'd like to see further debate
about some of the points Howard brought up so general principles can be
agreed on, regardless of this specific vote.

I know I'm talking from some idealistic or simplistic standpoint but the
process is certainly rubbing me the wrong way.  I'm glad I just work here :)

Obviously it's not easy to have open discussion about an issue relating
to personal finances of a director, but I know we can struggle through
it and end up on a common vision.


More information about the Board mailing list