BoardCloud Non-Voting Member Functionality

A non-voting member in a board meeting is an individual who attends meetings of the board and participates in discussions, provides expertise, and contributes to decision-making processes but does not have the right to vote on official board resolutions or motions.

BoardCloud supports this type of functioning for nonvoting members.

Designation of Non-Voting Members

The board designation of committee and board members is set in Committees – Designations. Board designations can be assigned to any committee member.

Read more about assigning Board Designations and NED Terms.

Specific designations can be added as required, however the designation Non-Voting Member carries voting restrictions for the owner(s) of this title.

A member designated as Non-Voting, cannot vote in meetings she attends.

Common Roles of Non-Voting Members

Non-voting members are often present to offer guidance and insights, ensuring that the board makes informed decisions while keeping voting authority limited to official board members.

• Advisors or Consultants provide specialized knowledge but do not influence board decisions directly
• Ex Officio Members, serve by virtue of their position (e.g., a CEO attending board meetings without a vote).
• Honorary Members, who are recognized for their contributions but not actively involved in decision-making
• Observers, who can stakeholders but do not have formal decision-making power