پیشناد شهرام تابع محمدی در رابطه با حد نصاب
(ایمیل به اعضای کمیته سیاست گذاری، در تاریخ 27 آگوست)
Quorum
Quorum applies to two levels of ICC: the BOD
(national/regional) and the general meetings (AMG/SGM). This
proposal discusses both.
Background
i.
BOD (regional):
Currently, the quorum for BOD (regional) is 7 out of 9. It
allows 2 or 3 directors, by not attending the meetings, to
stop or slow down the function of the Board indefinitely.
ii.
BOD (national)
Currently, the quorum for BOD (national) is defined as one
more than 50%+1. This is vague and open to interpretation.
My reading is: 50% = 5 (out of 9), then, 50% + 1 = 6, and
one more than 50% + 1 = 7. If this interpretation is
correct, the writers of the by-law could have simply said 7
out of 9, just like the regional BOD.
Similar challenges as for BOD regional.
iii.
AGM/SGM
Currently, the quorum for any GM (AGM or SGM) is 50% + 1.
This might work when the membership is small and dedicated
(for example, it is not difficult to bring together 50 out
of 100 dedicated members). However, when the number is high
and the members are dispersed in a large geographical area
and are not necessary dedicated, it would be very difficult
to gather half of the membership under one roof (e.g., many
might become member with the good intention of supporting
the community, but do not necessarily dedicate themselves to
attend each and every event).
The
other challenge with the current quorum is the way a region
is currently defined which covers one or more whole
province. Imagine a day when ICC has several thousands
members in Ontario who live in areas as far as Ottawa and
Windsor, Kingston and Thunder Bay. It would be next to
impossible to meet the quorum with such a dispersed
membership.
Rational
Setting a quorum
prevents a small group from premeditating an ill-intentioned
meeting with the purpose of excluding another group from
decision making. For example, four or five board members
might get together and plan a meeting at a time that they
know others cannot attend and pass a motion that would not
pass otherwise.
The quorum should not be
too low because it would be ineffective, and should not be
too high so it slows down meetings or becomes a tool for a
small minority to stop functioning of an obvious majority.
Proposal
i.
BODs (regional and national)
The
quorum for both levels of BODs is 6 out of 9 when voting
(the quorum should be adjusted when the number of directors
is different from 9). Motions would pass according to the
following:
When 6
or 7 members voting, with 5 in favor, OR 4 in favor and 2
abstained. Otherwise, the motion is postponed until next
meeting.
When 8
or 9 members voting, majority rule.
Rational:
A
quorum of 6 is not too low or too high. If 5, it means a
simple majority (5 out of 9) could always call a meeting and
pass motions without even discussing with the minority. If
7, it means that a small minority of 2 or 3 would be able to
hijack the meetings any time.
A
quorum of 6 also provides the opportunity for a sizable
minority (4 out of 9) to use their absence as a tool for
postponing decision on a motion in order to educate
the membership of the consequences of what they believe is
wrong.
At the
same time, smaller number of attendees does not reduce the
majority for a motion to pass. In other words, no matter how
many directors are present a motion would pass as if all 9
directors are present.
Example:
Let’s
say 6 directors are present and vote 4 yay and 2 abstained.
If the other 3 directors (absentees) are all against the
motion, the final result is still 4 Ys vs 3 Ns.
ii.
AGM/SGM
The quorum for AGM/SGM is 20%, if not met,
any number two weeks later.
Rational:
As mentioned before, when the membership
expands, more and more people become a member just to
support the community. They would never think that at the
same time they are increasing the quorum and are impending
decision making. For this reason, the AGM/SGM quorum should
be reduced to a meaningful number so the institution could
rely on the dedicated members to function and at the same
time leave room for people to show support by becoming
silent member. I think 20% is a reasonable number for the
time being and until the membership exceeds six or seven
thousands, in which case the quorum should be reduced again.
I also hope that by rectifying the
definitions of Region and Chapter, we would make it easier
for people in each city to decide for themselves and at the
same time remove the obstacle of dispersed members when
dealing with the challenge of quorum.
