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  1. I was recently reading bylaws that stated the following regarding QUORUM: "A quorum of any members' meeting shall consist of persons entitled to cast a least twenty-five (25%) percent of the votes of the entire membership present in person or by proxy. The joinder of a member in the action of any meeting by signing and concurring in the minutes thereof shall constitute the presence of such member for the purpose of determining a quorum." I know that "joinder" is a legal term, but I'm not sure I'm understanding that one line. As I understand it, it's saying that any member PRESENT (in
  2. A quorum for our board is 50 % plus 1, president has deciding vote in case of a tie. Here is the situation: Two board members are at odds with the ED and want to terminate the ED. Due to 3 resignations and 1 death our board is short 4 directors. Interviews are being held to fill the vacancies but the selected candidates are not yet officially on the board. Without a full board there are only 8 other votes in addition to the 2 directors at centre of the conflict. I believe that if 4 additional votes are included it could change the outcome significantly. Therefore, I want to know if we have a "
  3. In our organizations by-laws under quorum at the annual meeting, it states; owners present and voting at a duly called meeting shall constitute a quorum. Proxy votes will be permitted. Questions raised now are: Do these two statements conflict? "owners present and voting" and "proxy votes" permitted since clearly if you have a proxy vote, they are not present? Does the vagueness of stating just cottages present and voting.....consitute a quorum, give credence to if only 3 owners attend, a quorum has been reached? Our by-laws do not currently state a specific number but NYS no
  4. Guest

    Approval of minutes

    Can minutes of the last meeting be approved without a quorum present?
  5. depending on how long quarantine for certain areas will last, what is the procedure of holding elections, making motions and votes when a large body cannot gather? if we have an organization (60+ members) where the first order of business in April is the Annual Meeting (elections, rule votes, etc,) and are currently not allowed to congregate, what process should be followed? thank you!!
  6. I'm an employee of a student union incorporated under the Canada Not-for-Profit Corporations Act (CNCA) (https://laws.justice.gc.ca/eng/acts/c-7.75/FullText.html), and every year we hold an "Annual Ratification Meeting" of members, the purpose of which is to officially elect new directors and officers who have already been "elected" by students through public elections, and referred to the meeting based on this. Our bylaws state that this meeting is not to occur after May 1 of a given year, and that quorum is 35 in person, 50 including proxy votes. Unfortunately, due to coronavirus, even thoug
  7. Greetings: Our Bylaws say our Board consists of 11 offices (President, Vice President, Secretary, Treasurer, Past President, and 6 Directors). Our quorum is defined as a "Majority of the Board". We recently had a Board meeting where we had only 5 Board members. I told the Board members present that we did not have a quorum. One of the Board member said, "We had 2 vacancies several months ago due to resignations, so we really have only 9 Board members so we have a quorum with 5 present". Our By-laws say "In the event of a resignation of any officer the vacancy shall be filled by a vote of
  8. If there is a quorum at a meeting, but by just a few members, when a secret ballot vote is begun, is the quorum lost if a sufficient number of members go to line up at a polling place in a nearby room while the proceedings continue?
  9. Guest

    Quorum

    30% of the members must participate by attending or by proxy or by mailing in a ballot to establish a quorum whereby we conduct our annual election. . We allow people to vote for board members by mail in ballot. Occasionally we have specific votes like changing our covenants. We allow people to vote for these things by mail in ballot too. As long as we have 30 % participation; by being present, by giving a proxy to someone or by mailing in a properly filled out ballot, we all agree we can conduct an election. Our lack of agreement is can we conduct ot
  10. If a meeting is started with a quorum and at some point the quorum is lost, is the meeting automatically adjourned? Or does the normal rules still govern requiring a motion to adjourn, a second and a majority affirmative vote?
  11. Can a Texas School Board Trustee resign , resignation was received by Superintendent, then 4 days later be the 4th member of the quorum at a meeting to accept her resignation and appoint her replacement? 3 other members were unavailable for the meeting.
  12. My committee/organization has a set the business quorum to 50% plus 1. Recently one of the members resigned prior to the regularly scheduled meeting. When does the quorum adjust?Does the quorum remain the same for the regularly scheduled meeting? Does the quorum change once the member submits the resignation?Can the meeting be called to order if the current quorum is not met because of the resignation?Should we vote to accept the resignation and change the quorum to reflect the new membership number and conduct business?Are we required to vote on a resignation of a committee member?
  13. Here's the scenario our board recently faced: - there are a total of 12 members on the board - 10 show up for the meeting - on a particular motion, 4 recuse themselves during deliberation and voting due to a conflict of interest Have they therefore lost quorum? My inclination is that they have not lost quorum, but I can't find anything to support this interpretation
  14. Our HOA has failed to obtain a quorum at the last two Annual Meetings of our fairly small membership. All attempts to encourage members to attend failed last year. What suggestions can you give me for the next meeting, should we fail again? Important business needs to be conducted but we seem to be "on hold." Thanks for any help.
  15. More than half of the members emailed in advance to say that they weren't able to attend, for a variety of reasons. Thus, a few hours before our meeting time, the Chair emailed us to say that the meeting was cancelled due to a lack of quorum. Do I still need to make minutes for this cancelled regular meeting, even if it's just one sentence on our letterhead saying when and why the meeting was cancelled?
  16. Page 349 of RONR permits an assembly, upon clear and convincing evidence, to retroactively declare action taken at a prior meeting null and void due to the absence of a quorum. Situation: At the first meeting on the first day of a two day convention, the chair finds that a quorum is present when the meeting is called to order. Later in the meeting a motion was adopted. No point of order was raised about the possible absence of a quorum. The meeting later adjourned without anyone having questioned the validity of the motion which had been adopted or the presence of a quorum at any po
  17. My organization started its meeting with a quorum, but about halfway through, lost the number of members required to be in attendance in order to make a quorum. I have a couple of questions: Can the meeting continue to meet and go on with the agenda? How does this affect how minutes are recorded?
  18. On our Board we have a liaison member who has the right to vote on everything except items that have a money content. We are 6 members in total including the liason member. A vote of 51% is a majority vote (4 votes) When we vote on the money issue (5 people) is our majority based on the 6 people or the 5 eligible voters hence 3 votes out of 5 would meet the majority requirement Thank you
  19. The bylaws state 7 is the quorum for this group .We have not been able to enroll any new directors and that prevents us from official business. Any thoughts for a remedy to this? Thankyou
  20. Recently, during the special meeting, we needed to address two urgent matters. We were two members short on the required quorum of (25) members in attendance, as stated in our bylaws. A motion was seconded and moved to suspend the quorum section of our bylaws--even though we knew that we violated the bylaws per RONR--the decisions did not affect any finances and/or membership. The president did not rule the motion out of order and we proceeded with the special meeting even though all officers voted in favor on two motions. Later the board decided the meeting was null and void. We are
  21. We have some 60 members in our guild with 4 executive board members. Our bylaws do not have anything on what constitutes a quorum. We meet regularly - so if a vote is taken and there is a question on whether we have a quorum - how would this be answered? Thank you
  22. A majority of directors is needed to hold a board meeting. A majority of members is needed to hold an association meeting. But there is no mention of how many board directors are also needed to hold an association meeting. IIs a majority of directors necessary, too, for the association meeting to occur?
  23. I know that the president of an organization doesn't count toward quorum if the bylaws specify that they are ex officio members of every committee. Does this extend to other officers with a similar provision? In our organization, the chair and both vice chairs are ex officio members of every committee. With five appointed members and three ex officio members, does that make our quorum five (majority of 8), four (majority of 7), or three (majority of 5)?
  24. Guest

    Quorum

    At one of our meetings after the football season (2017-2018) started, a vote to determine whether the NFL games would be shown on our televisions at our organization was taken. The majority vote was to not have any NFL games shown. No exemptions were made at the time. This past week one of our officers called for an impromptu quorum of five (5) in order to address whether to show the Super Bowl game next month, February 2018. (Our next meeting will not have convened until after the Super Bowl game.) The quorum voted to show the Super Bowl game. Was this officer correct in convening a quorum th
  25. The term "majority of a quorum" baffles me. It seems (1) redundant and (2) ambiguous. Redundant because a vote cannot be taken without a quorum present so why specify "majority of a quorum?" Ambiguous because it would seem to be subject to interpretation. Suppose an organization has 24 member and the bylaws state that 25% of the membership constitutes a quorum. Then 6 members would make up a quorum and 4 would be a majority of a quorum. Then suppose 20 members are present for the vote. A majority of those present would now be 11. Now 16 people vote in favor of the motion and 4 oppose. A majori
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