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An Odd Quorum?


Guest Bruce

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Does the following bylaws statement seem odd?  If special meetings of the association may be called by written notice of 11 Association meetings, why should a quorum for such meetings be dependent on a quorum containing only Board members?

 

"A Quorum. At any meeting of the Association, a majority of the Board members will constitute a quorum for the transaction of business.  In the absence of a quorum, the members present must adjourn the meeting to a later date, but notice of such adjourned meeting will be given in a manner prescribed in the preceding section for a special meeting."

 

The Board could effectively nullify a specially called meeting by the Association members simply by not showing up.

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Unfortunately, we've seen this before.

You might want to amend your bylaws.

 

[but note that, in the absence of a quorum, the meeting wouldn't be "nullified". It's just that nothing substantive could be done at the inquorate meeting.]

 

Yup.  A couple years ago, before I joined the old aristocracy changed this from "thirteen members" to "a majority of the Board"

 

This is the same crew that has been running the organization that I referenced in the  post I made a little while ago about not enough Board members.

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Does the following bylaws statement seem odd?  If special meetings of the association may be called by written notice of 11 Association meetings, why should a quorum for such meetings be dependent on a quorum containing only Board members?

 

"A Quorum. At any meeting of the Association, a majority of the Board members will constitute a quorum for the transaction of business.  In the absence of a quorum, the members present must adjourn the meeting to a later date, but notice of such adjourned meeting will be given in a manner prescribed in the preceding section for a special meeting."

 

The Board could effectively nullify a specially called meeting by the Association members simply by not showing up.

 

Yes, it is very odd (but not unheard of). I concur that there is no logical reason for the quorum for meetings of the association to be based on the number of board members present and that such a rule could have unfortunate consequences. It seems it would be prudent to amend the bylaws to fix this problem.

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