Quorum

[Mark]

Our organization require 15 voting members for  quorum to change the By-Law. We are now down to 14 voting members. How do we get around this requirement?

[George Mervosh]

39 minutes ago, Mark said:

Our organization require 15 voting members for  quorum to change the By-Law. We are now down to 14 voting members. How do we get around this requirement?

"Rules protecting absentees cannot be suspended, even by unanimous consent or an actual unanimous vote, because the absentees do not consent to such suspension. For example, the rules requiring the presence of a quorum, restricting business transacted at a special meeting to that mentioned in the call of the meeting, and requiring previous notice of a proposed amendment to the bylaws protect absentees, if there are any, and cannot be suspended when any member is absent."  RONR (11th ed.), pp. 263-64

So all 14 need to be there so that there are no absentees to protect, and the rules may then be suspended to consider the proposed changes.  I hope the quorum number is one of the things you're changing.

Edited March 19, 2019 at 07:50 PM by George Mervosh
Added a couple of words

[Transpower]

If your current bylaws specifically state that at least 15 voting members must be present in order to amend the bylaws, then I don't see how the rules could be suspended to require only 14 to be present.  What should then be done is to make calls to all those not attending to see if they can come in.  However, if your entire organization is down to only 14 members, then I'd have to go with Mr. Mervosh's suspension of the rules.