Mona Sedky-Goode has resigned from the CBRA board of directors in protest at the use of electronic voting in the most recent board resolution (“To send Goward House a $200 contribution now, in thanks for use of the meeting room in the current year”).
The dispute was over whether a donation of $200—which the CBRA traditionally gives each year to Goward House in thanks and appreciation for use of one of its rooms for board meetings and for storing its archives, and which had already been formally agreed by the board—should be sent now, or wait until the next board meeting, which may be only in April, since many directors are absent. In a quick email exchange, five of the eight directors agreed that it should be sent now, as it should have been sent earlier in the year, and the decision was noted in the Board Resolutions record.
The CBRA Constitution (section V-F) states:
At the discretion of the Chair, a vote of Directors may be held by e-mail. Four days notice shall be given to board members to submit their vote electronically. Following such a vote, the text of the resolution shall be prepared and signed by all the Directors who so voted. A resolution so signed and placed with the Board minutes is valid. Voting rules governing meetings of the Board of Directors shall apply to votes so conducted. A vote so held shall not be considered to be a regular meeting of the Board of Directors.
However, at the board meeting on January 14, 2014, Sedky-Goode explained her objection to online votes on grounds that, unlike face-to-face board meetings, they do not provide a written transcript for public record of the arguments for and against the resolution. In the light of her objection, the board then decided:
That online voting be reserved for responding to an external agency with a deadline that falls before the next board meeting, and that asking for an extension of the deadline or holding an emergency meeting should be considered first.
Rejecting the request by the board chairman, Jonathan Stoppi, and Treasurer Lyn Wray that she reconsider her decision, she said that the resolution is “a breach of the [Directors] Code of Conduct”, as it is in violation of the board’s decision in January this year to conduct online votes only in cases of emergency, and this did not qualify.
With Sedky-Goode’s resignation, the board now comprises seven members—the minimum required under the Constitution. Director and Past-President Barbara Raponi has agreed to take over Sedky-Goode’s position as Secretary for the duration of the board’s term, which ends with the Annual General Meeting on May 14th.
