Quorum Questions

Sorry, one afterthought of practical experience I had in the past.
I had served on a Federal Grand Jury. The number of people was 23. The minimum quorum was 16.
Regardless of the number of folks that showed up (16 to all 23), the minimum number of votes on any issue required 12 votes to be in agreement (51% of 23).

This gives rise to the OP I posted...

Thanks,

This question is about your board of 7, Fred, right? (It's not about your HOA membership, which I believe is how Tim interpreted your question.)

I haven't gone to davis-stirling.com yet because if your governing docs, probably your bylaws, say that a quorum of your board is four then a 3-1-a majority of quorum-- passes. There is no requirement that all four as the only ones present reach consensus to pass motions at your board meetings.

(I'm puzzled why you use the word "alignment." Is it in your bylaws?? Or??

I'm thinking this probably comes from CA corps. code, and your HOA probably is one. I don't think it's wise to compare other organizations that are not corporations to your HOA. Though you can think of pros & cons, I do think the answer is a legal one that you cannot ignore.

More later, maybe. Got my own numbers to deal with now! Hmm, think I'll ask the HOATalk!

From the link I provided to davis stirling's site:

Default Approval Requirement. If a quorum is present, the affirmative vote of the majority of the voting power represented at the meeting, entitled to vote, and voting on any matter shall be the act of the members unless the vote of a greater number or voting by classes is required by statute, the articles or bylaws. (Corp. Code §7512(a).)

.

Here's a good example, Fred:

"Voting. Once a quorum of directors is present in a meeting, each director is allowed one vote. Any action approved by a majority of those directors is passed. (Corp. Code §7211(a)(8).) For example, if 3 directors of a 5-member board attend a meeting, a quorum has been achieved and the board may conduct business. Approval of any action is by a majority of the quorum, i.e., approval by 2 of the 3 directors."

Read more: Voting by Directors http://www.davis-stirling.com/MainIndex/VotingbyDirectors/tabid/1296/Default.aspx#ixzz3DQU1dPPg
from Davis-Stirling.com by Adams Kessler PLC.

Tim, I do think your citation refers to meetings of members vs. board meetings.

Thanks all who've responded. I do get and understand the concept of majority rule.
The reason I posted the question is that after our last board meeting, this issue has raced around the neighborhood regarding how many votes to pass an issue.

The reason is that we are supposed to have 7 members on the BoD. We have six currently due to a lawsuit issue on election fraud.
While that is being settled by the court, we are still trying to conduct business at board meetings.
At the recent meeting, a board member was out - that left 5. Of the five, to prevent a vote from taking place on a very contentious issue, another board member walked out.

That left four and the vote was 3-1. Had all six sitting members been there, it would have been a 3-3 tie (a very polarized board...lots of history but that's another long story).

Anyway, some of the neighbors have taken the opinion that the majority is set to four votes due to us needing 7 board members regardless if the 4 needed for a quorum show up...

Since I have never heard of this sort of challenge before, I thought I would ask here with you folks and the wealth of knowledge you bring to the table (again, I thank you all).

I have always thought that is was majority rule of the quorum. Never before gave it a second thought, until this issue came up and curiosity got the better of me and I needed to find out for sure.

Again, thank you all especially the ones pointing me towards the Corporations code - I would not have thought to look there had it not been for this forum.

Fred

Having trouble following what you are saying Richard.

Do you have a mandatory seven member board. If yes, then I can understand the 4 person quorum.

But if seven isn't mandatory, and you are running the HOA with only 5 or 6, then why can't you reach a quorum with just 3?

The membership originally elected 7 and the number dropped to 5 because of resignations, but for quorum purposes, the Board needs a majority of seven to conduct business until the members reduce the number to five, which will happen this Thursday. Only four are running for five positions.

Gotcha.