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DwightH2 (Texas)
Posts: 1
Posted:
If a board falls below a quorum and cannot do business what is the methodology to get a quorum back? Is a special election required to elect the required total number of members or just for the number of members that would constitute a quorum?
TimB4 (Tennessee)
Posts: 21,062
Posted:
Typically, a quorum of the board is a simple majority.

5 directors - 3 would be a quorum.
3 directors - 2 would be a quorum.

If the lack of quorum is because someone couldn't make the meeting, you simply reschedule the meeting to a date and time more directors can attend.

If the lack of a quorum is because too many seats are vacant (not enough directors), the Board, even without a quorum, is allowed to appoint someone to the vacant seat or seats. This is typicaly covered in your governing documents (bylaws) and corporate law.
SheliaH (Indiana)
Posts: 6,964
Posted:
How many board members are you supposed to have - read your documents. They should tell you how many constitute a quorum, and if they don't, use simple math. For example, if there are supposed to be 7 people, you need at least 4 to show up and conduct the meeting.

Next, how many board members do you actually have? If most of them quit, the remainder can appoint other homeowners to serve. Hopefully someone remembers the dates each of the previous board members began their term, so you'll know who needs to run for reelection next year.

Usually you have an odd number of board members so everyone's not up for election at once. For example, if you have seven members, three might run next year and the rest the year after that. Or you can have a 2-2-3 schedule over the next 3 years.

If you find you are the last board member standing, you should already know this, but if you're it, YOU can appoint other members. And if no one wants the job, it's 5ime for a come to Jesus letter to be mailed to everyone. Tell them if no one steps up within 30 days from the date of the letter, your last act as the only board member will be to talk to the association attorney about filing for receivership.

There are older conversations on this website about that - and trust me when I say you DON'T want to take that step. Or you can just Google HOA receivership and educate yourself. Tell the homeowners what's at stake and mean what you say. And revve up your checkbook- this will be very expensive and your property values will go in the toilet. Good luck - you're going to need it.

If it is not right do not do it; if it is not true do not say it. Marcus Aurelius
KerryL1 (California)
Posts: 14,550
Posted:
My understanding is the same as Tim's at least in our Bylaws in my state.

Or, are you by chance talking about losing quorum DURING a board meeting? I don't think so, but?
JohnC46 (South Carolina)
Posts: 14,265
Posted:
Dwight

Follow Tim's advice.

Only one BOD member left, that BOD Member can appoint another.
The two BOD Members can agree on and appoint a 3rd.
Keep going until a full BOD.

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