Resolution 2004-10-15.dbg.1: Non-meeting voting

John Hasler jhasler at
Sat Oct 16 23:58:46 UTC 2004

Ian Jackson writes:
> As I said in my reply to Bruce, I'm worried that there might be some
> legal doubt about the validity of these email resolutions.

Is there any chance of getting a legal opinion on the validity of email
meetings?  I wouldn't mind being proven wrong about them.

> To avoid the possibility that a disgruntled board member might find
> themselves wanting to overturn this weak point on our processes...

There is another danger.  If we went for a long period having only email
meetings and then, for example, found ourselves in bankruptcy court, the
court might decide that we had had no meetings at all.  It might then
decide we were not acting as a corporation but as a group of individuals
and hold everyone involved in decision making since the last "legitimate"
meeting individually liable.  I've heard of exactly this happening to
single-owner corporations whose owners didn't bother to hold their
John Hasler

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