It’s the night of the meeting, but are you sure you have a quorum? When reviewing the content of my book on Community Organisations for updates, I recently came across a rather startling fact. It seems that the Victorian Model Rules are fascinating when it comes to a quorum for a General Meeting.
The Victorian Model Rules state in Section 36 (2) that a quorum for a general meeting is the presence (physically or as allowed under Rule 35 (regarding electronic attendance)) of 10% of the members entitled to vote.
I read and re-read this Section as I found it somewhat amazing. Then I searched the rest of the Model Rules to see if there was any other overriding Rule about General Meeting quorums. I couldn’t find one. For example, if your community organisation has 20 members, you only need two present to have a quorum at your General Meeting. Although it may be doubtful that you would only have two members out of 20, or worse, 1 out of 10, turn up to a General Meeting, it is still a clause that could well do with a makeover. The number for a quorum at a general meeting would seem absurd given that to hold a Committee Meeting, you have to have a majority of the committee members holding office.
I contacted Consumer Affairs via their website enquiry form, and a lady named Nicole phoned me back. She advised that I was pretty correct in my interpretation of the Section of the Act. But, unfortunately, she advised that they do not confirm in writing.
Other Australian Jurisdictions
Her validation sent me to other States to see what they do with quorums. South Australia requires ten members present under their Model Rules, and NSW requires 5. Queensland is complicated in that it requires at least the number of members appointed to the Management Committee plus 1. Woe betides the Queensland community organisation that has appointed all members to the Management Committee. Western Australia would appear to have the best arrangements of all. When you establish your incorporated organisation, you are required to specify the minimum number of people to be present for a quorum. This applies at both committee and general meetings.
It is worth checking your Rules if you have adopted the Model Rules in Victoria. Even if you changed them and created your own, what do they say about quorums? One of the best things you can do when drafting your Rules is to use the Rules Generator software on the Justice Connect website. It is a free service and well worth getting the basic things correct. There still may be other areas you will want to change, but their service will put you well in front from the start.