[Foundation-l] Are these "majority consent agreements" even valid?

[Anthony]

On 5/1/07, Anthony <wikilegal at inbox.org> wrote:
> chair>all in favor say aye
> person 1>aye
> chair>aye
> person 3>aye
> chair>all opposed say no
> chair>person 4, are you there?
>
> At that point either person 4 acknowledges his/her presence, and eir
> vote is recorded as abstaining, or else there is no response, and you
> have to assume the person lost their internet connection.  In the
> latter case there is potential for dispute, I suppose, but since a
> "majority of the Trustees present at a meeting at which a quorum is
> present" voted in favor, it doesn't really matter, as per the bylaws
> this "shall be the act of the Board of Trustees".

Then again, maybe it does matter.  I apparently just reinvented the
concept of the [[disappearing quorum]].  If it takes 4 members to make
a quorum, and 3 members vote yes, then if the fourth person votes
"yes", the measure passes.  If the fourth person votes "no", the
measure passes.  If the fourth person votes "present", the measure
passes.  However, if the fourth person gets disconnected, one could
argue that there is no quorum, and the measure fails.  Fun stuff, and
a reason that the WMF might want to redefine what constitutes a
quorum.

Anthony