Advisors, Quorums & Spouses: Oh, My!
Dear Governance Matters:
Our large, not-for-profit agency has a governing board as well as an Advisory Development Board. The Advisory Board is focused on fundraising and raising public awareness. It reports to the governing board and one of its members also serves on the governing board. The Advisory Board cannot take substantive action without governing board approval.
Two married couples currently take up 4 of the 20 positions on the Advisory Board. Usually, only one spouse attends the meetings to represent the viewpoint of the couple. Both spouses work on fundraising. This situation the non-appearance of two people -- jeopardizes our ability to have a quorum.
Are you aware of any by-laws that acknowledge this practice? One board position served by couple together, one person required to attend board meetings, and one vote counted?
Hmmm...if it is an "Advisory" group, then I'm wondering just why you are concerned about a quorum.
First, I'd rename it "Advisory Council" or "Advisory Development Committee" but do not include the word "board." That will clarify for both the Attorney General and funders just which group is the "legal entity."
Now, is the quorum problem really a problem? That is, do the bylaws say that a quorum is necessary in order to make a decision? If not, spousal sharing of membership seems fine.
Actually, I think it's great to have both spouses actively involved, especially if they both turn up at fundraisers. If one of them attends the meetings, both are kept in the loop! Wish we could say that for other volunteers who are part of committees, boards,and task forces.