A quorum is a group of people that contains a minimal number of ones with a vested interest in an organization (shareholders) demanded to make all the documents created during a meeting valid according to the corporate chapter. Once there is a representative quantity of shareholders a valid decision can be carried out. The quantity may vary from 51% to any percent considered sufficient by a company, usually it is recorded in the corporate chapter.
However, there are cases in which even without an achieved quorum with the present number of attendees it is possible to perform several actions in accordance with Robert's Rules of Order.
Main principles of a Quorum
As there is no settled quantity of a quorum, best practices propose to set up a certain number or simple majority of shareholders who are part of a company. An organization is allowed to establish a precise number of members in local rules. This establishment is quite essential in two aspects. Firstly, the number must be large enough to reflect the whole entirety of shareholders or members. Secondly, the number mustn't be that large to complicate the legal holding of a meeting.
Nevertheless, the quorum quantity is required to reflect participants with a right to make decisions. For example, a quorum can be met if 6 out of 10 board members is taken as a majority. Moreover, it is rather easier than holding a meeting with all shareholders.
First and foremost guide a Quorum
The whole concept of a quorum is taken from "Robert's Rules of Order." It is the first and foremost set of rules of a quorum. They were brought into work in order to prevent cases in which decisions can be made by a few who may be with sufficient power and personal interests. Despite the above rules, there are situations in which a quorum cannot be reached in time and all present attendees have a right to enact several things on the part of an organization.
The first thing is time adjustment. In case of failure of meeting a quorum the existing participants of a meeting are allowed to reschedule the meeting to the convenient day and time for more shareholders.
The second thing is to break off the present meeting and try to meet a quorum at the next meeting which has been planned already. For example in case the topic of the meeting isn't urgent and doesn’t require immediate dealing, the meeting can be easily rescheduled.
The third and simplest thing is to make a small break and wait until all present attendees appear. This is a common case, when someone leaves the meeting for his or her own break.
The last thing is to make a motion in certain conditions under which extra steps can be made in order to reach a quorum, such as a committee to call shareholders.
Quorum in different companies
Microsoft. Usually the day of a shareholder’s meeting is settled in a company's rules. This company has created its own rules for all people who are allowed to take part in meetings. Normally, during the vote in the case of shareholders a decision is regarded as taken if most of the quorum votes for it.
In the Board of Directors a quorum corresponds to the majority of the Board. Once a quorum is met, attendees are allowed to make decisions over issues that were submitted for discussion, apart from in some way already restricted by the organization’s rules. In case the quorum is not reached, presented members are allowed to postpone the current meeting.
Apple. For shareholders a quorum is described as the biggest part of shareholders during a meeting. It isn’t necessary to present in person, a proxy on behalf of a member may take part in votes. Until the meeting is adjourned shareholders are allowed to make decisions. In case after the adjournment the number of shareholders isn’t sufficient for a quorum, it is allowed to carry on the meeting. Moreover, all decisions made can remain in force, if accepted by the most shares needed for a quorum.
For Directors quorum is most of officially approved directors. As soon as a quorum is met, all decisions taken by a majority of the directors are accepted. The meeting and decision-making may be stopped in case the most part of a quorum approves it.
Interesting facts about a Quorum
- A quorum’s plural is “quora”, not “quorums”.
- At minimum, it is necessary fifty-one senators to reach a quorum in the U.S. Senate.
- There is a special rule called a quorum call. It supposes that no vote should be held without someone from a governing body.
- A proxy can be part of a quorum until it is prohibited by a company's rules.
- There is a type of quorum called a rolling quorum. It means it isn't necessary to have all the members in the same place. Thus it is possible to participate and vote through, for example, a conference.