(1) Each member is entitled to one vote with respect to a matter that is subject to a vote at any member meeting, except that bylaws may authorize voting according to actual, estimated or potential patronage, or a combination of voting according to actual, estimated or potential patronage. Shares of stock do not have voting power except in the specific instances authorized by this chapter. (2) Members may not vote by proxy, except that a member that is a corporation, association or partnership may designate a representative to cast the members vote. In the absence of written notice that a member has designated a person other than a natural person to represent the member, the members principal officers may represent the member. If the bylaws of a cooperative provide for forming districts and electing delegates at district meetings to represent the districts in member meetings, such representation is not voting by proxy and the delegates shall cast the votes to which the members that the delegates represent are entitled on matters that mail ballots submitted to all members do not cover. (3)(a) If the bylaws so provide and a member consents, the board may submit to the member for a vote by written ballot or by electronic means any question, including the election of directors, that is subject to a vote at a member meeting. The ballot must be mailed or, if the member consents to receive a ballot by electronic means, communicated by electronic transmission, along with the notice of the meeting. The ballot may be cast if the members signature authenticates the ballot. A vote cast by this method must be counted as if the member were present and voting in person. (b) As used in this subsection, electronic means means a method of voting that complies with ORS 84.001 to 84.061. (4) The bylaws may set forth provisions with respect to the methods and procedures for voting that are consistent with this chapter.
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