Wednesday, October 31, 2012

What constitutes a quorum?

Under our local unit’s standing rules the Board of Directors is made up of the four elected officers and eleven standing committee chairs.  However due to some people covering two positions and one position being vacant, there are currently only twelve people on the board.  I know that the quorum (the number of people who must be present to conduct business) for a board meeting is a majority of the board members but my question is whether that means a majority of the fifteen positions or a majority of the actual number of people on the board.  A second question is whether the answer would be different if one or more of the positions were shared, such as having co-chairs for the hospitality committee. 

You are correct that the Uniform Bylaws provides that “[a] majority of those currently serving on the board shall constitute a quorum.”  Article 5, Section 9(c).  As defined in the glossary at the back of
the Bylaws, “majority” means more than half.  In your local unit’s current situation, with twelve actual people serving on the board, a quorum would be more than half of twelve, or seven.  If/when all positions are filled by different individuals, a quorum would be more than half of fifteen, or eight. Finally, when one or more positions are shared, such as in the example you give, each of those individuals are “serving on the board” and would be counted in determining a quorum.