Guest ED Posted February 12, 2011 at 07:27 PM Report Share Posted February 12, 2011 at 07:27 PM We have a board of 7. At our next meeting, only 5 will be present. On one particular matter, 2 will abstain because of conflicts of interest. This leaves only 3 who can/will vote. Is a quorum considered to be the number able to vote or simply the number present, thereby making it possible for, potentially, 2 (should the vote be 2-1, which I suspect will be the case) making the decision for a board of 7? Or, if I read Robert's Rules correctly, the 2 abstaining are considered no votes so the vote would be 3-2. Link to comment Share on other sites More sharing options...
jstackpo Posted February 12, 2011 at 07:33 PM Report Share Posted February 12, 2011 at 07:33 PM RONR doesn't recognize any situations in which a "conflict of interest" deprives someone of a right to vote.You have special rules so I fear you are stuck with figuring out how your rules apply in your situation. This, however:"Or, if I read Robert's Rules correctly, the 2 abstaining are considered no votes so the vote would be 3-2. "is not true. Abstentions simply don't count AT ALL, any more than you "count" the two absent members as voting "No" on everything. The only votes you count are the ones cast. Link to comment Share on other sites More sharing options...
hmtcastle Posted February 12, 2011 at 08:05 PM Report Share Posted February 12, 2011 at 08:05 PM Is a quorum considered to be the number able to vote or simply the number presentIt's best not to confuse quorum requirements with voting requirements. As long as a quorum is present, you can forget about it. A member who can vote but chooses not to (for whatever reason) counts towards the quorum. Only if his right to vote was suspended would he not count. That takes care of the quorum.For voting, as Mr. Stackpole suggests, you only consider those who vote. So a vote of 1-0, with all other members abstaining (or absent) would constitute both a majority vote and also, in those situations where it's required, a two-thirds vote. For more on abstentions see FAQ #6. Link to comment Share on other sites More sharing options...
Kim Goldsworthy Posted February 12, 2011 at 08:05 PM Report Share Posted February 12, 2011 at 08:05 PM Is a quorum considered to be the number able to vote or simply the number present?The number present.The fact that they vote, abstain, or both/neither, when the question is put, is immaterial when doing a calculation for one's quorum.Being conflicted changes nothing, quorum-wise.If they walked into the meeting room at the top of the hour as a current voting member, then they can sleep or stand on their heads the whole meeting long, and they still count toward a quorum.It isn't action which makes someone count toward one's quorum. It is mere physical presence inside a room. Link to comment Share on other sites More sharing options...
Guest ED Posted February 12, 2011 at 09:07 PM Report Share Posted February 12, 2011 at 09:07 PM Excellent responses. Thank you all. We recognize that nobody has to abstain from voting ever but I know that they will so as to keep the group above reproach. Their connections to the project are far too close and we have an ethics code that comes into play on things such as that. The quorum issue was most important. The considerations I have given the board are two-fold - 1.) Can a couple make the decision for the whole and 2.) Should they. I suspected that, in the end, it would come down to the right thing to do rather than how it fits under Robert's Rules. Thank you again. I really appreciate it. Link to comment Share on other sites More sharing options...
David A Foulkes Posted February 12, 2011 at 09:21 PM Report Share Posted February 12, 2011 at 09:21 PM We have a board of 7. At our next meeting, only 5 will be present. On one particular matter, 2 will abstain because of conflicts of interest. This leaves only 3 who can/will vote. Is a quorum considered to be the number able to vote or simply the number present, thereby making it possible for, potentially, 2 (should the vote be 2-1, which I suspect will be the case) making the decision for a board of 7? Or, if I read Robert's Rules correctly, the 2 abstaining are considered no votes so the vote would be 3-2.Assuming the motion will only require a majority vote, then a vote of 2-1 or 1-0 (should all others abstain) will adopt the motion. If there is any wording in your bylaws that requires a majority of the entire membership (of the board) or of members present, that is a different issue. Staying with the (simple) majority vote, as long as more than half the votes cast are in the affirmative, the motion passes.1.) Can a couple make the decision for the whole and 2.) Should they. 1. In your case, of three voting, two votes in the affirmative adopts the motion, yes.2. Well, you won't find the answer in RONR. If there is concern here, a motion to Postpone Definitely (to the next meeting when the absent members will be present, assuming it will be held within a quarterly interval) could be adopted. It would require a majority vote, and the two "conflicted" members would (I think) be able to vote as well. Whether this is a better approach is another question your board will have to answer for itself. Link to comment Share on other sites More sharing options...
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