Guest Bea Posted August 30, 2011 at 06:10 PM Report Share Posted August 30, 2011 at 06:10 PM Our Board has 6 seats, 2 of which are not currently filled. Even as such, these seats are still viable Board positions that we are actively trying to fill from within our membership. Since we are running with only 4 board members, what is quorum? 3 of 4 or 4 of intended 6? Link to comment Share on other sites More sharing options...
Gerry4000 Posted August 30, 2011 at 06:18 PM Report Share Posted August 30, 2011 at 06:18 PM Our Board has 6 seats, 2 of which are not currently filled. Even as such, these seats are still viable Board positions that we are actively trying to fill from within our membership. Since we are running with only 4 board members, what is quorum? 3 of 4 or 4 of intended 6?Look first at your bylaws for the definition of a quorum. Link to comment Share on other sites More sharing options...
Guest Bea Posted August 30, 2011 at 06:29 PM Report Share Posted August 30, 2011 at 06:29 PM Bylaws state a simple majority but in our case... what's a majority? A majority of the 4 currently serving or of the intended 6 (of which two positions are not filled)? Also, the President currently does not vote, except in cases of a tie. If she is holding one of the empty positions as 'interim' officer, she would be granted a vote, correct? Link to comment Share on other sites More sharing options...
Gerry4000 Posted August 30, 2011 at 07:22 PM Report Share Posted August 30, 2011 at 07:22 PM Bylaws state a simple majority but in our case... what's a majority? A majority of the 4 currently serving or of the intended 6 (of which two positions are not filled)? Also, the President currently does not vote, except in cases of a tie. If she is holding one of the empty positions as 'interim' officer, she would be granted a vote, correct?1. Bylaws say a majority of what EXACTLY? Majority of board members or board positions? From what you say, you have 4 board members and 6 board positions.2. A quorum and voting are two different things (unless you have some strange provisions). Why does the president not vote, except in the case of a tie? That is NOT RONR (President/chair votes in small boards of fewer than about a dozen. What, EXACTLY, do your bylaws say about the President voting (or not voting)? Link to comment Share on other sites More sharing options...
Sean Hunt Posted August 30, 2011 at 07:35 PM Report Share Posted August 30, 2011 at 07:35 PM If the bylaws refer to a majority of the Board or something similar, that means a majority of those members actually on the Board. Vacant positions are not counted unless the bylaws explicitly say so. Link to comment Share on other sites More sharing options...
David A Foulkes Posted August 30, 2011 at 08:54 PM Report Share Posted August 30, 2011 at 08:54 PM I believe the old saying is "think heads, not hats", or "think butts, not seats"..... something like that. Your bylaws may tell you different, so do check 'em. Link to comment Share on other sites More sharing options...
Josh Martin Posted August 31, 2011 at 12:21 AM Report Share Posted August 31, 2011 at 12:21 AM Bylaws state a simple majority but in our case... what's a majority? A majority of the 4 currently serving or of the intended 6 (of which two positions are not filled)?Quorum requirements are based on the members currently serving unless the Bylaws state otherwise.Also, the President currently does not vote, except in cases of a tie.Do your Bylaws actually state that or have you just been assuming that's how it works? If the latter, your board is sorely mistaken.If she is holding one of the empty positions as 'interim' officer, she would be granted a vote, correct?Generally speaking, the President of a small board, if a member, is free to vote in all cases. If your Bylaws say something else on that point, you will need to interpret your Bylaws carefully to determine the effects of such ill-advised provisions.I believe the old saying is "think heads, not hats", or "think butts, not seats"..... something like that. Your bylaws may tell you different, so do check 'em.Yes, but that saying is generally used when someone is asking if a given officer gets two votes due to having two positions. Bea is asking if the President has a vote at all, which is a very different question. Link to comment Share on other sites More sharing options...
Guest Bea Posted August 31, 2011 at 12:43 AM Report Share Posted August 31, 2011 at 12:43 AM Thank you. I guess that's where the confusion lies, in that the bylaws simply state a majority of the Board. It doesn't state majority of "board present", "elected board" or "board positions". Our President has cancelled the last two meetings because we only had 3 of the 4 elected board members present. She said we needed 4 since there are 6 seats on the board, regardless of whether they are filled or not ... just seemed wrong and ineffective to me. Link to comment Share on other sites More sharing options...
Gerry4000 Posted August 31, 2011 at 12:58 AM Report Share Posted August 31, 2011 at 12:58 AM Thank you. I guess that's where the confusion lies, in that the bylaws simply state a majority of the Board. It doesn't state majority of "board present", "elected board" or "board positions". Our President has cancelled the last two meetings because we only had 3 of the 4 elected board members present. She said we needed 4 since there are 6 seats on the board, regardless of whether they are filled or not ... just seemed wrong and ineffective to me.You will need to interpret your bylaws, but on the surface, it seems that if you have 4 board members - a majority of the board is 3. Link to comment Share on other sites More sharing options...
Tim Wynn Posted August 31, 2011 at 03:15 PM Report Share Posted August 31, 2011 at 03:15 PM Bylaws state a simple majority but in our case... what's a majority? 3 Also, the President currently does not vote, except in cases of a tie. If she is holding one of the empty positions as 'interim' officer, she would be granted a vote, correct?If she's a member of the board, she can vote. Link to comment Share on other sites More sharing options...
Josh Martin Posted September 1, 2011 at 02:51 AM Report Share Posted September 1, 2011 at 02:51 AM Our President has cancelled the last two meetings because we only had 3 of the 4 elected board members present. She said we needed 4 since there are 6 seats on the board, regardless of whether they are filled or not ... just seemed wrong and ineffective to me.Based on the facts presented, your board's quorum is currently no higher than three (possibly as low as two, depending on what your Bylaws actually say about the President). Link to comment Share on other sites More sharing options...
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