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Can a nonprofit board vote by email in New Hampshire?

Mahesh Murthy, FounderVoting and decisions

New Hampshire's nonprofit chapter, RSA 292, has no section on boards acting without a meeting that we could find. What that means for an email vote.

We couldn't find a rule for it in New Hampshire's nonprofit statute. RSA chapter 292, which covers voluntary corporations, has no section on directors acting without a meeting that we could find, so start with your bylaws and ask counsel.

This is general information, not legal advice. Check your bylaws, and ask counsel whether a particular vote counts for your board.

What New Hampshire law says

We searched the text of RSA chapter 292 on the General Court's website on 12 November 2026 for provisions on a board acting without a meeting, by unanimous consent, or by electronic means. We found none that apply to an ordinary nonprofit's board.

That is a statement about what we found, not a legal conclusion. Another New Hampshire statute or a court decision may bear on the question.

What that means for an email vote

  • Read your bylaws. If they allow action by unanimous written consent, follow them exactly.
  • If they are silent, ask counsel before treating any email vote as board action.
  • The cautious course is for every director to consent in writing, with the consents kept with the minutes.
  • When in doubt, hold a short meeting.

What your bylaws can change

If you want the board to be able to act between meetings, ask counsel to draft a written consent clause.

Running the vote

Send one motion, in full, to every director. Set a closing time, and keep every reply with the minutes. Our guide to email votes has the steps, and the guide to unanimous written consent has a sample you can copy.

How Karma Compass handles this

Karma Compass won't draft a vote until someone on your board records what your bylaws say about voting outside a meeting, with the passage cited. Each director then votes from a link in their own email, and every vote is saved with who cast it and when. Voting is part of the Free plan.

See how board votes by email work in Karma Compass

Source

Questions this post answers

  • Can a nonprofit board vote by email in New Hampshire?

    RSA chapter 292 has no section on boards acting without a meeting that we could find. Check your bylaws and ask counsel before relying on an email vote.

  • Does an email vote have to be unanimous in New Hampshire?

    We didn't find a statutory rule. Unanimous written consent is the cautious course, and your bylaws may require it.

  • What should a New Hampshire nonprofit do to allow email votes?

    Ask counsel to draft a bylaw clause on action by written consent, and adopt it the way your bylaws require.

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