Business
For all businesses, big or small, legal and commercial issues and requirements have become much more complex and far-reaching.
Have you got a quorum?
What are the rules which apply to getting a quorum for a meeting of a society?
What are the rules which apply to getting a quorum for a meeting of a society?
First look at the rules or constitution. If the society is incorporated then you should find a copy by going to http://www.business.govt.nz/companies/app/ui/pages/companies/otherSearch.
Too often we find that the rules or constitution of societies are poorly drawn or ambiguous. Often no-one thinks about this until there is a contentious issue and the quorum is important.
The lesson is to look at the rules or constitution now and make sure they're clear.
If the rules or constitution don't give you the answerthen there are some general principles which apply:
- A quorum is a simple majority of the members
- A meeting can't start until a quorum is present
- A member who is not present but has given a proxy to someone who is present doesn't count
- Non-financial members don't count
- If there's no quorum then any decisions made by the meeting are invalid
- The meeting can validly carry on if members leave the meeting simply to remove a quorum
It is therefore important to think about whether the rules should allow for proxies to count for a quorum.
This is particularly important if some members are not individuals (ie. if some members are companies or other incorporated societies or partnerships).
If proxies can't be counted then it is not possible for a company or an incorporated society to be counted as part of a quorum. That's because a company or incorporated society cannot be physically present without someone representing it.
Also, if partnerships are members then someone needs to be able to hold a proxy for the partnership and be counted as part of the quorum.