Topic: meetings
- Member voting rules in Chapter 308B reference
A lookup table of who votes, how many votes they have, quorum, the vote needed to act, proxies, notice and written action for members of a 308B cooperative, each tied to the statute section.
- Run board and member meetings guides
The notice, quorum and voting rules for 308B board meetings and members' meetings, and the records to keep.
- § 308B.425 Board Of Directors' Meetings statute
Board meetings may be held anywhere or by electronic means; default notice is ten days (three for organizational meetings), no notice is needed for pre-scheduled meetings, and directors can waive notice or give advance written consent or opposition if the bylaws allow.
- § 308B.511 Regular Members' Meetings statute
A cooperative must hold a regular members' meeting every year, at which officers report on the prior fiscal year and directors are elected; notice must be published at least two weeks ahead or mailed at least 15 days ahead and must summarize any board-adopted bylaw amendments.
- § 308B.515 Special Members' Meetings statute
A special members' meeting may be called by a majority of the board or by a written petition of 20 percent of the patron members (and, if authorized, of other groupings); notice must go out within ten days of the petition and the meeting must be held within 30 days.
- § 308B.521 Certification Of Meeting Notice statute
After sending a members' meeting notice the cooperative must sign a certificate of mailing or delivery that becomes part of the meeting record, and a member's failure to receive notice does not invalidate member action.
- § 308B.525 Quorum statute
Statutory member-quorum minima are 10 percent for cooperatives with 500 or fewer members and 50 members for larger ones; member-adopted articles or bylaws may require more. Authorized mail or alternative votes count on the submitted question.
- § 308B.531 Remote Communications For Member Meetings statute
Lets a cooperative hold member meetings entirely online or let members join a physical meeting remotely, if the articles or bylaws allow it and the board decides; also covers electronic notice.
- § 308B.535 Act Of Members statute
Member action normally requires the greater of a majority of voting power present and entitled to vote or a majority of quorum voting power; class rights and larger applicable requirements remain. Members may adopt stricter quorum or voting rules with protected amendment thresholds.
- § 308B.541 Action Without A Meeting statute
Members may act without a meeting by written or authenticated electronic consent of all members, or, if authorized by the articles, bylaws or member control agreement, by members holding the voting power required at a meeting with all members present.
- § 308B.545 Member Voting Rights statute
Core member voting rules: patron members vote collectively as a bloc (never less than 15 percent of the total vote), nonpatron voting comes from the bylaws, and the section covers voting method, delegates, proxies and absentee ballots.
- § 308B.555 Voting Rights statute
Covers practical voting mechanics: a board-set record date up to 60 days before a member meeting, default voting power, voting by non-members, jointly owned interests, and splitting a vote.
- § 308B.565 Proxies statute
Proxy rules for member voting: a patron member may only give a proxy to another patron member, appointments last 11 months by default, can be revoked at will, and may be made electronically.