2008/10/2 Tom Holden thomas.holden@gmail.com:
**Quorum**:
TD suggested upping the quorum to 10 as this would be twice the size of the current board. However the board is likely to grow in future, so a fixed limit of 10 is unlikely to remain double the board for very long. I'm also not sure if there's ever a circumstance (short of a hurricane/terrorist attack) at which I'd think it was right that a meeting was cancelled because we failed to make quorum. Meetings are announced a long time in advance, so there is no reason why most of the interested parties shouldn't turn up, which makes me rather lean towards having a low quorum (which is not to say I wouldn't be shocked if less than 10 people turned up and indeed that I'd try to minimise the number of definite decisions that were made at such an AGM). Note that as it currently stands if less than 10% of the membership turns up quorum is automatically failed anyway.
In planning for Wikimedia PA, we tried an approach that was a little more variable, to account for the fact that we would start off very small, and could eventually become very large. Defining a quorum as something like "10% of active dues-paying membership or 10 persons, whichever is less" accounts for the fact that the board will grow as the community grows.
You really do need to have a quorum. No matter how much time in advance you advertise a meeting, if it's in a very inconvenient place and if it's at a very inconvenient time, you won't get many people there. This sounds like a recipe for forcing an unpopular agenda to me. Having a quorum requirement means that the community will always be represented in any decision.
TD suggested we insert a provision explicitly allowing for IRC board meetings. Again this seems sensible to me, but we have to be careful legally.
Again, in WMPA we had allowances for this too because it would be so difficult to host a meeting at a place where every PA resident could easily get to. We allowed for members to participate in meetings via internet, telecommunications, or via authorized proxy. We also allowed for these things to count towards a quorum: So people who joined in on IRC or on a conference call or something, or who authorized a voting proxy counted towards the quorum. This also helps to eliminate the possibility that an inconvenient meeting place/time will disenfranchise your members.
You probably won't want to be as liberal as we were trying to be in this area, but it's food for thought.
--Andrew Whitworth