Quorum by Proxy?

[Guest James Belden]

I was wondering if when Board members provide their proxy votes for agenda items, do their votes count toward a quorum? Or does the quorum have to consist only of those present.

[Chris Harrison]

I was wondering if when Board members provide their proxy votes for agenda items, do their votes count toward a quorum? Or does the quorum have to consist only of those present.

That is for your bylaws to determine.

[Gary Novosielski]

I was wondering if when Board members provide their proxy votes for agenda items, do their votes count toward a quorum? Or does the quorum have to consist only of those present.

RONR views proxy voting as inherently undemocratic, and prohibits it as completely as it can, so it has no rules about how to carry it out.

The provisions in your bylaws which allow proxy voting would also have to contain all the rules that pertain to it.

Needless to say, if your bylaws do not allow proxy voting, it is strictly prohibited.

Furthermore, even in organizations that permit proxy voting at membership meetings, it is unusual to see proxies allowed at board meetings. Double check your bylaws to ensure that what you're doing is even allowed in the first place. A provision to allow proxy voting by the membership does not necessarily apply to the board automatically, unless the bylaws say so.

[Josh Martin]

I was wondering if when Board members provide their proxy votes for agenda items, do their votes count toward a quorum? Or does the quorum have to consist only of those present.

A quorum refers to the number of voting members who must be present unless your Bylaws provide otherwise.

[Kim Goldsworthy]

I was wondering if when Board members provide their proxy votes for agenda items, do their votes count toward a quorum?

Or does the quorum have to consist only of those present?

Votes do not count toward a quorum.

One's quorum is independent of votes cast.

If your org had intended for proxies to influence the quorum count, then your quorum rule would have been worded akin to "... present in person or by proxy."

Your quorum rule presently must be worded as to leave out this crucial addition, I must assume.

[Guest Boidl]

RONR views proxy voting as inherently undemocratic, and prohibits it as completely as it can, so it has no rules about how to carry it out.

The provisions in your bylaws which allow proxy voting would also have to contain all the rules that pertain to it.

Needless to say, if your bylaws do not allow proxy voting, it is strictly prohibited.

Furthermore, even in organizations that permit proxy voting at membership meetings, it is unusual to see proxies allowed at board meetings. Double check your bylaws to ensure that what you're doing is even allowed in the first place. A provision to allow proxy voting by the membership does not necessarily apply to the board automatically, unless the bylaws say so.

[Guest Nancy N.]

Yes, it bore repeating.

[Gary Novosielski]

Yes, it bore repeating.

But repeating it again might be a bore.