Closed jlivingood closed 6 years ago
jlivingood
commented
6 years ago Given how close these are (basically 4 or 5), I'm not sure I see the big advantage here. Moreover, as John Levine keeps pointing out, this is an LLC and not an independent corporation. I think Jason is right that this makes things more complicated for a pretty simple problem.
Best regards,
A
jlivingood
commented
6 years ago I tend to like to have two kinds of voting requirements. One reason for that is, particularly with a small board, requiring a majority of the seated board members to approve something makes the quorum requirement almost vacuous.
What I am used to is A quorum requirement (2/3s of the seated members sound sfine) Normal business approved by majority vote of those participating (for e-votes I think that is assumed to be all seated members, for in person votes, it is those present and properly seated) For special Business it should be 2/3 of the seated membership.
Yours, Joel
jlivingood
commented
6 years ago On Jun 4, 2018, at 12:52 PM, Livingood, Jason Jason_Livingood@comcast.com wrote:
In the current draft we say most decisions are by majority vote. My assumption has been that this is the majority of the seated board, not the majority of those attending a given board meeting. I need to specify that in the text, as it is vague right now. (Feel free to offer differing opinions of course.)
That seems fine to me.
In any case, a few questions: 1 - We current say that most decisions are by majority with ‘special’ decisions by 2/3. I wonder if having two classes of decisions is overly fussy and we ought to just keep it simple and have one standard for votes (excepting removal of a director)?
Given we are talking about one additional vote between majority and 2/3rds, I would strive for simplicity. That is, pick one and use it throughout, except for the removal section.
2 – If we have one type of vote, should decisions be by majority of the seated board or 2/3? Assuming the decisions the board makes are strategic in nature, I wonder if it best to achieve rough consensus at 2/3 rather than majority?
Again, keep it simple, pick one and use it throughout.
jlivingood
commented
6 years ago Kept it simple - one type of vote and 2/3 approval
In the current draft we say most decisions are by majority vote. My assumption has been that this is the majority of the seated board, not the majority of those attending a given board meeting. I need to specify that in the text, as it is vague right now. (Feel free to offer differing opinions of course.)
In any case, a few questions: 1 - We current say that most decisions are by majority with ‘special’ decisions by 2/3. I wonder if having two classes of decisions is overly fussy and we ought to just keep it simple and have one standard for votes (excepting removal of a director)?
2 – If we have one type of vote, should decisions be by majority of the seated board or 2/3? Assuming the decisions the board makes are strategic in nature, I wonder if it best to achieve rough consensus at 2/3 rather than majority?
Appreciate any thoughts, Jason