POLL Is a quorum part of a meeting or a requirement for a meeting

Started by TimB4 • 11 replies • 2355 views

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TimB4 (Tennessee)
Posts: 21,062

Posted:

All,

Since this has been brought up in several threads, I thought a poll was in order.

Association calls a meeting, all requirements (notice, date, time, membership list available, etc.) are met to hold the meeting. When it is time for the meeting to start the Secretary announces that a quorum is not present.

Did a meeting take place?

A - Yes, A quorum requirement is only a qualifier for specific actions to take place at the meeting, it does not prevent the meeting from happening OR ??

B - No, If no quorum is met, no business could be conducted, therefore no meeting happened. OR ??

SusanW1 (Michigan)
Posts: 5,202

Posted:

Unless the HOA documents say differently,

Did a meeting take place?

No, If no quorum is met, no business could be conducted, therefore the meeting can not be called to order. The date for the adjourned meeting should be set and announced to the members.

My HOA bylaws say that a quorum is not needed to conduct business, including elections. But a motion/vote on an issue such as amendment that would change the dues, a quorum would be required for the vote to take place.

JanetB2 (Colorado)
Posts: 4,219

Posted:

My Vote:

B - NOIf quorum is not met no business could be conducted.

This would pertain to annual membership meetings and board meetings. If quorum is not met the meeting did not happen and should be rescheduled until such time as it meets proper quorum.

Per CO HOA Statute:

38-33.3-309. Quorums.

(1) Unless the bylaws provide otherwise, a quorum is deemed present throughout any meeting of the association if persons entitled to cast twenty percent, or, in the case of an association with over one thousand unit owners, ten percent, of the votes which may be cast for election of the executive board are present, in person or by proxy at the beginning of the meeting.

(2) Unless the bylaws specify a larger percentage, a quorum is deemed present throughout any meeting of the executive board if persons entitled to cast fifty percent of the votes on that board are present at the beginning of the meeting or grant their proxy, as provided in section 7-128-205 (4), C.R.S.

Most states dictate that quorum must be present to conduct business.

TimB4 (Tennessee)
Posts: 21,062

Posted:

Yes a quorum is just a qualifier to conduct business.

A typical agenda has the following:

1. Call to order
2. Certification of quorum
3. Approval of minutes
4. Reports
5. Business (unfinished, new, elections, etc.)
6. Next meeting dates
7. Adjourn

Once a call to order occurred, the "meeting" started. When the meeting is fully adjourned (vs. adjourned to another place/time to achieve a quorum), the meeting ended.

JanetB2 (Colorado)
Posts: 4,219

Posted:

Hi Tim:

After No. 2 in your list … if quorum is not obtained is the meeting adjourned due to quorum certification not met? In which case no business could be conducted except for call to order, check quorum, then potential adjourn until later time.

TimB4 (Tennessee)
Posts: 21,062

Posted:

Going with my interpretation that a quorum is a qualifier, once it was reported that no quorum was present, the presiding officer has three options:

1) the meeting could be recessed for an hour or so to try and get a quorum.
2) the meeting could be adjourned to another date/time to try and meet a quorum
3) the meeting could simply be adjourned altogether and business wait until the next scheduled (regular or special) meeting.

JanetB2 (Colorado)
Posts: 4,219

Posted:

In other words NO other business could be conducted until such time as quorum is met.

LOL … I know a few individuals who would like to put a foot up my analytical tail.

AnnJ1 (Florida)
Posts: 122

Posted:

Hi Tim....

My two cents....
A.... yes an inquorate meeting but nevertheless, a meeting occured.

RRO 10th edition pg336
In the absence of a quorum, the meeting should still be called to order and minutes taken. However, there is very little to be done at an inquorate meeting, and the four RONR-procedural actions are to Adjourn, Fix the Time to Adjourn To (create an adjourned meeting), Recess, and Take Steps to obtain a quorum (calling members). So, the meeting will probably be verrrrrrry brief, but the minutes should be taken.

No discussion of items on the agenda should take place.

The main reason, IMHO, that minutes are necessary is to have a record that the meeting was properly noticed, and therefore met the association's requirements for same despite the fact it was an inquorate meeting.

Ann

BruceF1 (Connecticut)
Posts: 2,535

Posted:

I tend to abide by the definitions are procedures found in Roberts Rules. A meeting is called to order, the president, not the secretary, announces the absence of a quorum, the secretary notes that fact in the minutes.

Yes, a meeting took place and there are minutes of that (very short) meeting. No business was conducted. If people want to stick around for informal discussion, have at it.

Ann and I are on the same page (well, almost. We are using different editions of RONR)

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Tim

I say YES it is a meeting and non-quorum business can take place.

MelissaP1 (Alabama)
Posts: 13,836

Posted:

A meeting is a meeting...A quorum makes that meeting a working session. Look at your documentation on the type of business that require a quorom and if it's of board or general membership. Certain items like elections or document changes may need a general membership quorom while expenditure decisions require board.

I say the HOA with all it's apathy can't get hung up on "procedure" ALL the time. Sometimes you have to make it work with what you have and those who want to be there. No need to hold onto the fantasy there are more "theys" than actual interested parties. Some HOA's would never get a quorom but still have to get things done. Think outside of the box and realize a HOA is ONLY managed by it's members for it's members so it can create it's own way to function.

Former HOA President

TimB4 (Tennessee)
Posts: 21,062

Posted:

I approached our State ombudsman office to see what their view was.

Basically they agree that the quorum is a qualifier and not a requirement. However, they added something I believe we can all agree with:

"I did a little research on your question and based on my reading, it appears that the association probably has not met its obligation until it follows through on the alternatives available under your governing documents for a lack of quorum - adjourn and reconvene, etc. Annual meetings are too important to throw to the wayside because quorum could not be obtained in one attempt."

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