Executive Board quorum

[Buddy]

Our executive board consists of 13 members as stated in our by-laws. We have had 6 members resign for various reasons. Included in the six members that resigned recently, are the President, VP, and Treasurer. We have been operating without a secretary and two other board members. There has been no official acception of the resignations of the President, VP and Treasurer since a quorum of the remaining 7 members could not be met at the regular EB meeting. A special meeting was called by the Business Manager which did not state the agenda or reason for the meeting. With only 7 members remaining on the Executive Board still constitute a quorum or is a quorum considered with only 4 members present?

[Josh Martin]

Our executive board consists of 13 members as stated in our by-laws. We have had 6 members resign for various reasons. Included in the six members that resigned recently, are the President, VP, and Treasurer. We have been operating without a secretary and two other board members. There has been no official acception of the resignations of the President, VP and Treasurer since a quorum of the remaining 7 members could not be met at the regular EB meeting. A special meeting was called by the Business Manager which did not state the agenda or reason for the meeting. With only 7 members remaining on the Executive Board still constitute a quorum or is a quorum considered with only 4 members present?

Since you say the resignations for the President, VP, and Treasurer have not yet been accepted, they are still board members and you therefore technically have ten board members at present. Unless your Bylaws state otherwise, a quorum is a majority of the current members of the board, which would be six. When you do get a quorum together to accept the resignations of the President, VP, and Treasurer, the number of board members will drop to seven and the quorum will drop to four.

Regardless of whether there is a quorum, however, no business may be conducted at a special meeting except that which is stated in the call of the meeting. It's also unclear whether the Business Manager has the authority to call special meetings, since they may only be called in accordance with the provisions in your society's Bylaws.