No Quorum at membership meeting

[Guest Stephanie]

At band booster meeting, the presiding officer was supposed to present the candidates for a nominating committee.  The committee is appointed by the presiding officer with approval from the membership.  We didn't have quorum.   Per our by laws, we accept applications until the 3rd Friday of March of the current school year.  Offices are elected at the April meeting.  Without quorum, can a special meeting be called to allow for a vote to accept the committee members?  Or do we have to wait until the next membership meeting?

[Weldon Merritt]

Special meetings may be called only if the bylaws provide for them. and if provided for, the bylaws  should prescribe how and by whom they may be called. So the answer to that part of your question will be found in your bylaws. 

What could (and arguably should( have been done, even with no quorum, was to Fix the time to Which to Adjourn, to set a date and time (and location if  necessary) for another meeting with hopes that a quorum could be obtained then. That would not be a special meeting, but a continuation of the same meeting. But, unfortunately, it's too late for that now. So either a special meeting can be called (if allowed by the bylaws) or you will have to wait for the next regular meeting.

[Guest Stephanie]

Okay are we allowed to proceed with receiving applications without the committee in place as long as nothing is done with them?  Or is the whole process suspended until the next membership meeting?  Unfortunately our by laws are a mess and don't address what to do when there is business that needs to be conducted and no quorum.  

[Josh Martin]

On 2/7/2023 at 9:36 PM, Guest Stephanie said:

Without quorum, can a special meeting be called to allow for a vote to accept the committee members?

At the meeting, the assembly could have scheduled an adjourned meeting. That may be done even in the absence of a quorum. In the alternative, a special meeting may be called for the purpose of accepting the committee members, provided the bylaws have a mechanism for this.

A quorum would need to be present at the adjourned meeting or special meeting for the purpose of accepting the committee members.

Failing either of these things, the vote could be taken at the next regular meeting of the membership.

On 2/8/2023 at 7:04 AM, Guest Stephanie said:

Okay are we allowed to proceed with receiving applications without the committee in place as long as nothing is done with them?  Or is the whole process suspended until the next membership meeting?

It is difficult to say for certain without seeing the exact rules regarding "Per our by laws, we accept applications until the 3rd Friday of March of the current school year," but I am generally inclined to think that applications may still be accepted even if the Nominating Committee is not yet in place. After the Nominating Committee is in place, the committee can review the applications and make recommendations.

Even in the event that the assembly continues to fail to obtain a quorum, it's not the end of the world if there is never a Nominating Committee. The elections can still proceed as scheduled as in April. The assembly's members will just have to do without the recommendations of the Nominating Committee.

On 2/8/2023 at 7:04 AM, Guest Stephanie said:

Unfortunately our by laws are a mess and don't address what to do when there is business that needs to be conducted and no quorum.  

I don't know whether it is correct generally that the bylaws are "a mess," but bylaws generally do not (and should not) "address what to do when there is business that needs to be conducted and no quorum." RONR already has you covered. As noted above, if this situation arises in the future, the proper course of action (if members feel the business can't wait until the next regular meeting) is to schedule an adjourned meeting.