Meeting Procedures and Quorum
There are certain procedures common to board meetings such as:
- Calling the meeting to order
- Reviewing and approving an agenda
- Ensuring there is a recorder and having minutes taken
- Reviewing and approving minutes from previous meeting
- Calling for motions, a seconder and voting on items when appropriate
- Adjournment
Further to that, the board's governance structure and bylaws will dictate other aspects expected at meetings such as committee reports, staff reports and open discussion/networking time. For a board meeting to be considered legal in terms of its governance and incorporation status there needs to be quorum. Quorum represents the minimum number of voting board members who need to be present at a meeting for decisions to be made. The number defined for quorum is stated in the organization's bylaws but is generally the majority, or half plus one. For example, a board of ten may have quorum set as six which means at least six board members must be in attendance for the meeting to be called to order.
When quorum is present the chair can call the meeting to order. When quorum is not met a meeting cannot be called to order nor can any decision be made, issues voted on or minutes taken. A record should be kept that showed the meeting was cancelled due to quorum not being met.
Herb Perry's Call to Order is a well-regarded resource used by board members to understand the procedures to attending and participating in a meeting. It contains easy-to-read instructions for issues related to board meetings including:
- Dealing with other business not on the agenda
- Making motions
- Withdrawing and amending motions
- Voting procedures and methods
- Proxies
- Debating
- Declaring conflicts of interest
- Tabling discussions
- Adjournments and recesses
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