State guides / Maine

Maine Voting Rules for Boards and Members

What Maine's statutes say about board votes, emergencies, meetings, and member ballots, as Qwibie summarizes them, with the citation for each.

Can the Board Vote without a Meeting?

Nonprofit corporations

In Maine a nonprofit board may act without a meeting if every director signs a written consent, unless the articles or bylaws say otherwise. Maine's separate informal-action rule (13-B §708) depends on no one objecting and is not used as a basis here.

Qwibie counts the vote as: Every director consents in writing.

  • File consent with minutes
Citation
Me. Rev. Stat. tit. 13-B, §707 · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Companies

A Maine business corporation's board may act without a meeting if every director signs a written consent, unless the articles or bylaws require a meeting.

Qwibie counts the vote as: Every director consents in writing.

  • File consent with minutes
  • Consent revocable until last delivered
Citation
Me. Rev. Stat. tit. 13-C, §822 · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

What about an Emergency between Meetings?

Nonprofit corporations

In Maine a nonprofit board may act without a meeting if every director signs a written consent, unless the articles or bylaws say otherwise. Maine's separate informal-action rule (13-B §708) depends on no one objecting and is not used as a basis here.

Qwibie counts the vote as: Every director consents in writing.

  • File consent with minutes
Citation
Me. Rev. Stat. tit. 13-B, §707 · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Companies

A Maine business corporation's board may act without a meeting if every director signs a written consent, unless the articles or bylaws require a meeting.

Qwibie counts the vote as: Every director consents in writing.

  • File consent with minutes
  • Consent revocable until last delivered
Citation
Me. Rev. Stat. tit. 13-C, §822 · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

How Are Votes Taken in a Board Meeting?

Nonprofit corporations

Maine nonprofit directors may take part by conference call or similar equipment where everyone can hear each other, unless the articles or bylaws restrict it; that counts as being present in person.

Qwibie counts the vote as: A majority of votes cast.

  • Same notice as in person
  • All directors hear each other
Citation
Me. Rev. Stat. tit. 13-B, §705(2) · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Can Members Vote by Ballot without a Meeting?

Nonprofit corporations

Maine nonprofit members may act without a meeting only if every member entitled to vote consents in writing. The bylaws, the board or the members may provide for member votes to be taken electronically under the corporation's procedures, recorded with the minutes.

Qwibie asks for the steps below before the vote counts.

  • Unanimous member consent
  • Electronic voting rule adopted
  • Keep record of electronic votes
Citation
Me. Rev. Stat. tit. 13-B, §606; §604(5) · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

How Do Members Elect Directors?

Nonprofit corporations

Where members elect directors or officers, Maine lets the bylaws provide for the election by mail or electronic transmission; remote voting at member meetings needs board-adopted guidelines.

Qwibie asks for the steps below before the vote counts.

  • Bylaws permit electronic
  • Keep record of electronic votes
Citation
Me. Rev. Stat. tit. 13-B, §604(2), (5); §602(1) · Read the source
Review
ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Not legal advice

These are Qwibie's own summaries, not the law, and they don't say what the law is today. Open the source to read the text, and ask your attorney how it applies to your organization. Your articles and bylaws may set a different rule where the statute allows it.

Run a Maine Board on These Rules

Confirm your state and organization type, and Steward applies the matching rule to each vote, with the citation. 14 days free, no card.