SUO: Re: Voting rules - Quorum
Title:
Bob,
You say my interpretation is
incorrect and you quote these other IEEE sources, but you don't explain what a
quorum means in terms of an email ballot. Do you mean a majority of voters
must vote YES? The directives below don't say anything like this.
Even in an in-person meeting, a majority must only be present, not
actually vote, or vote YES.
So, please, explain to us how a
quorum would work in an email ballot. We're sending this to everyone,
except for a few who we haven't reached yet. Do you want to see a majority
acknowledge receipt? I did that previously and will do so
again. If you think a majority must vote YES, please provide your
basis for this. But I ask, with about 88 voting membes, what if 44 drop
out? How can the others proceed?
Jim
In response to Pat Cassidy on 5/23/03 Jim Schoening wrote:
Patrick,
Some RRO clarifications on rules:
1. A quorum is only required for in-person meetings, to prevent a
minority of voting members from making decisions. Email ballots are
similar to letter ballots, which are sent to all voting members, so all
(except those who have lost touch) have a chance to vote.
2. There is no requirement for a certain percentage of voting members to
cast ballots. A vote could pass with YES=1, N0=0, ABSTAIN=0, and 85
people not voting.
3. You do not need to vote to retain voting rights. The only voting rule
we adopted was the 6-month waiting period.
4. Your idea for subgroups is good, but they would work via consensus or
informal votes.
Please correct me, anyone, if I'm incorrectly interpreting RRO.
Jim Schoening
Jim,
Your interpretation of
the nature and requirement for a quorum is incorrect.
On Dec 10,
2001 the Manager of IEEE-SA Governance sent a message to you advising
you
that by unanimous vote:
The IEEE-SA BOG considered the
inquiries of the IEEE 1600.1 working group
and the opinion of 7 November
2001 offered by Dorsey and Whitney and
concurs with and reaffirms the
opinion stated.
...
Further, the IEEE-SA BOG encourages the IEEE-SA
Standards Board to instruct
the IEEE P1600.1 working group on the
principles of consensus in the
working group
processes.
A part of the opinion referenced was the
response from the IEEE Corporate Governance Office to questions
regarding
(among other topics) a quorum. Lyle Smith, IEEE Institute
Parliamentarian wrote:
I have reviewed your questions with
IEEE Legal counsel Robert Dwyer of
Dorsey & Whitney, and Director
Emeritus Eric Herz who is commissioned by
the IEEE President to be the
liason with governance and legal issues.
The
following questions about parliamentary procedure for the SUO were answered by
the Parliamentarian:
(6) What is the
size (percent) of a quorum (assuming no parliamentary procedures - e.g.
bylaws - other than
RRO)
Answer. A majority of voting members, (Specified in Ny Statute and
IEEE Bylaws).
(7) Is a quorum required to
pass a motion?
Answer. Yes, unless a quorum had been established, some members have
left and nobody has questioned whether a quorum still exists It
is then presumed to
exist.
(8) May the chair declare that a
quorum is
unnecessary?
Answer. NO
(9) May the rules on
voting or quorums be changed
without
(a) a
vote
(b) a
quorum
(c) a two thirds vote in favor of the
change(s)
Answer. No, no, and no. A quorum is established by law, or by
Certificate of Incorporation, or in the IEEE
Bylaws
Jim, none of this is new news to you. You
have been specifically instructed on these matters and you are bound by
those instructions.
Bob Spillers