2019 Arkansas Code
Title 4 - Business and Commercial Law
Subtitle 3 - Corporations and Associations
Chapter 33 - The Arkansas Nonprofit Corporation Act of 1993
Subchapter 7 - Members' Meetings and Voting
Part A -- Meetings and Action Without Meetings
§ 4-33-708. Action by Written Ballot

Universal Citation: AR Code § 4-33-708 (2019)
  • (a) Unless prohibited or limited by the articles or bylaws, any action that may be taken at any annual, regular, or special meeting of members may be taken without a meeting if the corporation delivers a written ballot to every member entitled to vote on the matter.

  • (b) A written ballot shall:

    • (1) set forth each proposed action; and

    • (2) provide an opportunity to vote for or against each proposed action.

  • (c) Approval by written ballot pursuant to this section shall be valid only when the number of votes cast by ballot equals or exceeds the quorum required to be present at a meeting authorizing the action and the number of approvals equals or exceeds the number of votes that would be required to approve the matter at a meeting at which the total number of votes cast was the same as the number of votes cast by ballot.

  • (d) All solicitations for votes by written ballot shall:

    • (1) indicate the number of responses needed to meet the quorum requirements;

    • (2) state the percentage of approvals necessary to approve each matter other than election of directors; and

    • (3) specify the time by which a ballot must be received by the corporation in order to be counted.

  • (e) Except as otherwise provided in the articles or bylaws, a written ballot may not be revoked.

  • (f)

    • (1) The signature of a member may be affixed to a written ballot by any reasonable means, including without limitation facsimile signature or electronic image.

    • (2) The written ballot may be delivered to the corporation by electronic communication, including without limitation facsimile transmission or electronic mail.

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