Oregon Voting Rules for Boards and Members

Nonprofit corporations

Oregon nonprofit boards may act by email or other electronic means unless the articles or bylaws prohibit it: each director is emailed the matter with a voting deadline at least 48 hours later, votes can change until the deadline, and a majority of directors in office carries it unless the articles or bylaws require more. Every director must have an email address on file. A unanimous written consent (ORS 65.341) is also available.

Qwibie counts the vote as: A majority of the whole board.

• Email announcement to every director
• Deadline at least 48 hours
• Votes changeable until deadline
• File writings with minutes

Citation

ORS 65.343; ORS 65.341 · Read the source

Review

ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Companies

An Oregon business corporation's board may act without a meeting if every director signs a written consent, unless the articles or bylaws say otherwise.

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

• File consent with minutes

Citation

ORS 60.341 · Read the source

Review

ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Nonprofit corporations

For an urgent decision in Oregon, a nonprofit board may act at once if every director signs a written consent, unless the articles or bylaws require a meeting. The email route needs a 48-hour voting window.

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

• File consent with minutes

Citation

ORS 65.341 · Read the source

Review

ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Companies

An Oregon business corporation's board may act without a meeting if every director signs a written consent, unless the articles or bylaws say otherwise.

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

• File consent with minutes

Citation

ORS 60.341 · Read the source

Review

ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Nonprofit corporations

Oregon nonprofit directors may take part by any means where all can communicate at the same time, unless the articles or bylaws say otherwise; they must be told a meeting is under way and they count as present.

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

• Same notice as in person
• Notice to every director

Citation

ORS 65.337 · Read the source

Review

ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Nonprofit corporations

Oregon nonprofit members may act by email or other electronic means unless the articles or bylaws say otherwise: each member is emailed the matter with a deadline at least 48 hours later, and a majority of members voting carries it unless the articles or bylaws require more. Members without an email address on file cannot be polled this way. A written ballot (quorum, threshold and deadline stated) or unanimous written consent is also available.

Qwibie asks for the steps below before the vote counts.

• Email announcement to every member
• Deadline at least 48 hours
• Votes changeable until deadline
• Keep record of electronic votes

Citation

ORS 65.212; ORS 65.222; ORS 65.211 · Read the source

Review

ReviewedSummary recorded as reviewed against the statute text, 2026-11-12

Nonprofit corporations

Oregon nonprofit members may act by email or other electronic means unless the articles or bylaws say otherwise: each member is emailed the matter with a deadline at least 48 hours later, and a majority of members voting carries it unless the articles or bylaws require more. Members without an email address on file cannot be polled this way. A written ballot (quorum, threshold and deadline stated) or unanimous written consent is also available.

Qwibie asks for the steps below before the vote counts.

• Email announcement to every member
• Deadline at least 48 hours
• Votes changeable until deadline
• Keep record of electronic votes

Citation

ORS 65.212; ORS 65.222; ORS 65.211 · Read the source

Review

ReviewedSummary recorded as reviewed against the statute text, 2026-11-12