Quorum

[Guest Jami]

I belong to a small group of women (21 members). We meet once a month. We raise funds for scholarships and volunteer at local events. We have 5 officers. One member insists that we must have 3 officers and 5 members to qualify as a quorum. But that’s not what our bylaws currently state. It’s currently says 2/3 of all members need to be in attendance. It states nothing about 3 of the 5 officers. Can’t we set our own bylaws. Does it have to follow Roberts rules and do Roberts rules really say a certain number of officers have to be present?

[Rob Elsman]

Does the insisting member say what is the authority for his claim?

[puzzling]

On 3/7/2023 at 10:15 PM, Guest Jami said:

I belong to a small group of women (21 members). We meet once a month. We raise funds for scholarships and volunteer at local events. We have 5 officers. One member insists that we must have 3 officers and 5 members to qualify as a quorum. But that’s not what our bylaws currently state. It’s currently says 2/3 of all members need to be in attendance. It states nothing about 3 of the 5 officers. Can’t we set our own bylaws. Does it have to follow Roberts rules and do Roberts rules really say a certain number of officers have to be present?

For a membership meeting 2/3 of 21 = 14 members need to be present

For a board meeting (if there are no provisions for it in the bylaws) a majority of 5 is 3 members of the board need to be present.

 

[Atul Kapur]

Robert's Rules of Order Newly Revised (RONR) is clear that the bylaws are superior to any rule in RONR. So, absolutely, you can set your own bylaws.

For organizations that do not specify quorum in their bylaws (so this does not apply to you), RONR sets quorum as a majority of the members of the body that is meeting.

 

There is no requirement that there be any officers present at a meeting of the members.

[Josh Martin]

On 3/7/2023 at 2:15 PM, Guest Jami said:

I belong to a small group of women (21 members). We meet once a month. We raise funds for scholarships and volunteer at local events. We have 5 officers. One member insists that we must have 3 officers and 5 members to qualify as a quorum. But that’s not what our bylaws currently state. It’s currently says 2/3 of all members need to be in attendance. It states nothing about 3 of the 5 officers. Can’t we set our own bylaws. Does it have to follow Roberts rules and do Roberts rules really say a certain number of officers have to be present?

No, your organization is not required to follow RONR in this matter. The organization is free to set its own rule concerning the quorum in its bylaws, and RONR actually recommends that the society do so.

Even in the event the bylaws were silent, RONR does not say a certain number of officers have to be present. Rather, the default quorum for an assembly of this type is a majority of all members.

See RONR (12th ed.) 40:2-3.

The one thing that is odd about this situation is that a quorum of 2/3 is unusually high.

[Gary Novosielski]

On 3/7/2023 at 5:15 PM, Guest Jami said:

I belong to a small group of women (21 members). We meet once a month. We raise funds for scholarships and volunteer at local events. We have 5 officers. One member insists that we must have 3 officers and 5 members to qualify as a quorum. But that’s not what our bylaws currently state. It’s currently says 2/3 of all members need to be in attendance. It states nothing about 3 of the 5 officers. Can’t we set our own bylaws. Does it have to follow Roberts rules and do Roberts rules really say a certain number of officers have to be present?

You can indeed use your own bylaws, which would supersede any conflicting rules in RONR.

For your member's information, there is no such rule in RONR saying that you need any given number of officers.  It just says you need a presiding officer and a recording officer, but if either of those are absent, others can fill in for them. And if your bylaws were silent on quorum, RONR would have provided that a majority of the membership shall constitute a quorum.  Officers (apart from presiding and recording officers) have no "special powers" in membership meetings.  A member is a member.

In my experience, two-thirds sounds a bit high, but if you typically have high attendance, then it may not be a problem for your group.

[Rob Elsman]

I do not understand what the quorum requirement really is: 3 officers and 5 members is not the same as two-thirds of the members is not the same as 3 of 5 officers.

I suggest everyone involved sit down and work out the authorities upon which the differing opinions rest.

[Gary Novosielski]

On 3/7/2023 at 6:59 PM, Rob Elsman said:

I suggest everyone involved sit down and work out the authorities upon which the differing opinions rest.

And

*** SPOILER ALERT ***

the one whose opinion rests upon the bylaws is the winner.

[Rob Elsman]

One possibility is that the differing opinions arise from the quorum requirements for two seaparate assemblies. The person citing three out of five officers may be speaking of the quorum requirement for the executive board, while the person citing the two-thirds of the whole membership may be speaking of the quorum requirement for meetings of the general membership assembly.