Are Supermajority Votes Really That Super? Or Is It An Ego Thing?

I believe there are many conventions that survive solely because they sound schnazzy. Like any present use of the word of “indubitably.”

And l’m convinced the supermajority vote is another one of these.

Not a bird or a plane, supermajority votes are where more than a “simple majority” has to vote in favor of something for it to pass. 

That is, for a 6 member board a simple majority would be 4. A “supermajority” would be anything more than this, for example where a 2/3’s vote is required. Get it? Not just a majority, but a super one. 

I admit, as an attorney the math (and finger counting) supermajority votes require makes me a tad biased. But I can concede there may be situations where it (the supermajority vote not the finger counting) can be an effective tool. One is where a major change is up for decision, like changing the mission statement or removing foundational programming. Another is where the Board votes on structural changes like a merger or dissolution. Not to mention, there are many States that mandate supermajority votes in certain instances. And we don’t want to go violatin’ the law. 

I guess my problem lies in its adoption without thought. When I look over bylaws, the provisions requiring a supermajority are typically always the same. The language, not much different from any other I’ve seen. Which only leaves me to believe no one sat down and thought about how a supermajoirity’s use is relevant for them.

Regardless, if you haven’t already done so and are looking for riveting ways to start a Board meeting I’d recommend you have everyone take 5-10 mins at the start to talk about the following:

  • Have we checked the Bylaws to see what they say on supermajority votes. Is this addressed and if not should it be?
  • Does the law governing nonprofits  (State or Local) have supermajority language? If so, has it changed since the organization last looked at its Bylaws? This one is muy important.
  • Have there been major changes to the Board? A major addition or shrink that may change things a bit?
  • Are the circumstances where a supermajority is required per the Bylaws too broad? Rather than saying the “Bylaws” can’t be amended without a supermajority vote is it more appropriate to list important sections of the Bylaws instead? Same with the actions Board members can or can’t take?
  • Lastly, I’d take one or two minutes to make sure everyone understands exactly what a supermajority vote is. Do a quick poll of the room. Then give a short definition. If you’re feeling spicy you might even do a quick roundtable to see when everyone thinks it might be useful and when it might not. See if this matches what the organization is currently doing and (bearing the law in mind) see if tweaks might be necessary.