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Posted By MarieL on 03/11/2014 6:49 AM
For the past several years we have not been able o get the 9 volunteers required to serve on the board and have only had 6 or 7 members and about 5 of them attend the meetings. Can we hold legal boaed meetings with this reduced board? Also the annual meetings is also onlt attended by about 30% of the membership, including board meetings. Are these annual meetings legal or should they be cancelled and anther meeting date set?.
Marie,
It sounds like it is time to start amending some of your association's documents.
A nine-member board is totally unnecessary. (I know that from personal experience.) You most likely have two or three active board members, a couple more who speak up once in a great while, and four more who bring absolutely nothing to the table if they bother to show up. A board should have three to five members.
The answer to your question about whether it is legal to meet with only 5 board members will likely be found in your state corporation laws. In most places, five out of nine would constitute a quorum and the meeting would be legal.
A thirty-percent turnout for annual meetings is actually quite good. Again, look at your state corporate laws to see if there any quorum requirements. In my state bylaws may set a quorum as low as 10%.