#03: Board meeting quorum issues

John Goerzen jgoerzen at complete.org
Wed Apr 2 16:03:31 UTC 2003

[ chairman hat on ]

Thanks to everyone for participating in the process so much this week. 
We've made a lot of progress in a short time.  At the same time, we need to
keep up this pace to meet our deadlines.

The next oldest thing on our plate was the board meeting quorum problem. 
I'd like us to get this resolved quickly, and finish off our other old
business, before I introduce new items for discussion.  My hope is that this
will help us remain better focused and more efficient.

[ chairman hat off ]

When we last left it, we were pretty far away from consensus.  I had
proposed no changes.  David proposed a sliding quorum scale based on
regrets.  We've also heard of sliding scales based on missing a certain
number of meetings, etc.

So, now's the time to take all these different viewpoints, apply some pixie
dust, and magically arrive at a cohesive workable solution :-)

Let me start out by stating where I stand:
 * I believe that the Board should appoint more committees to handle its
   regular business, and return to quarterly meetings as contemplated by our
   current bylaws.

 * Further, if we are going to allow non-real-time meetings, I believe that
   the quorum issues are less significant.

 * Therefore, my conclusion is that we should use other means to engineer
   the problem out of the picture rather than directly modifying quorum.

However, having said all that, I am willing to compromise on some points. 
We could, for instance, change quorum from 2/3 to 3/5 to make it a little
easier.  That would change quorum from 7 to 6 with the current makeup, which
could help things.  David's sliding scale based on regrets is not completely
unreasonable in my mind.

What I don't want to see is something based on missing x meetings.  This
creates a bookkeeping headache and procedural troubles (how do we know if
they officially missed the last meeting if the minutes for it haven't yet
been approved because there is no quorum to do so?)  More generally, I think
anything relating to presence or performance at past meetings is too complex
to be practically workable, at least given our current organization.

Of course, I can be overruled here too :-)  Consider this a starting place
for discussion.

-- John

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