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Quoram when governors withdraw

Discussion in 'Governors' started by Dontbugmepls, Feb 8, 2017.

  1. Dontbugmepls

    Dontbugmepls New commenter

    Could you advise what happens in this situation please...

    You have 12 governors in post so your quoram is 6. At a full governing body meeting only 7 governors turn up. A vote is called and two governors have to leave the room due to a conflict of interest. You have five governors remaining in the room.

    Is the meeting now inquorate and so the vote cannot be held? Or can the vote go ahead because the Roles, Procedures and Allowances regs 2013 state that decisions are made by a majority of governors "present and voting on the matter"?
     
  2. Rott Weiler

    Rott Weiler Lead commenter Forum guide

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    The regulations don't say anything specific about this but I asked the DFE governor unit about it a couple of years ago and they told me that in their opinion governors who had withdrawn from the meeting in these circumstances were no longer "present" at the meeting and so did not count towards the quorum. So in your example the meeting would no longer be quorate and you couldn't make a formal decision. You would have to call another meeting and hope more governors attended.

    DFE added that they don't give formal legal opinions and if we wanted legal advice we'd have to consult a solicitor.
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  3. Crowbob

    Crowbob Established commenter

    So what would happen if seven governers - in the example above - had a conflict on an issue? No vote could ever be taken? :confused:
     
  4. Rott Weiler

    Rott Weiler Lead commenter Forum guide

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    Yes indeed @Crowbob that would be the logical result of DFE's view. On the other hand the DFE's position has some merit. If the opposite applied and those who had withdrawn still counted to the quorum presumably you could have 11 governors withdraw for conflict of interest and the one remaining governor would decide on the matter!

    I think the extreme examples are unlikely to arise in practice and there could be work arounds. A lot depends on how serious/significant/contentious the issue is. For example, the GB could presumably vote to form a committee with delegated powers to decide the matter and only appoint to the committee governors without a conflict of interest. That would only need 3 governors.
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  5. Dontbugmepls

    Dontbugmepls New commenter

    Thanks for your reply, that's interesting to know, although I have heard the other argument from two very experienced governance advisers (hence this question).

    I tend to think the DfE interpretation sounds correct. If the DfE are not correct in their interpretation then any governors who withdraw due to a conflict are simultaneously a) forbidden from taking part in the vote and b) counted towards the quoram for the vote, which I would struggle to understand.

    It would also seem to go against the whole purpose of a quorum, which is of course to make sure that you don't have a tiny number of people making decisions on behalf of the whole board.
     
  6. NewToTeachingOldToMaths

    NewToTeachingOldToMaths Lead commenter

    If the quorum is 50%, then that is 6 governors out of 12 where there is nobody who is conflicted ... but only 5 out of 10 where there are two who are conflicted.

    Logic compels this ... or how would you ever take a decision on a matter of which 7 out of your 12 governors were conflicted?

    Therefore, on this occasion, it must be right that once you exclude the 2 conflicted governors, there are only 10 who are able to deliberate and vote ... so the quorum was 5 (assuming, as I say, that the quorum is defined as 50%) so the meeting WAS still quorate after the to conflicted governors had withdrawn.
     
  7. Rott Weiler

    Rott Weiler Lead commenter Forum guide

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    You may find the logic compelling but unfortunately that is not how a quorum is defined in regulation 14 (1) of the School Governance (Roles, Procedures and Allowances) (England) Regulations 2013
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    Form a committee. Then you only need a minimum of 3 unconflicted governors. Or appoint all the unconflicted governors on the Committee if it's a significant or contentious matter

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    Last edited: Feb 12, 2017
  8. NewToTeachingOldToMaths

    NewToTeachingOldToMaths Lead commenter

    Ahhhh ... I did say I was assuming a particular definition ... and if the actual definition is different then that is that.

    It is poor drafting of any quorum provision not to provide that any member of the deliberative body who has to withdraw for the purposes of a particular agenda item shall not be considered part of the deliberative body for the purposes of determining whether or not the deliberative body is quorate to consider that item ... but poor drafting is unfortunately commonplace.
     
  9. revstevew

    revstevew New commenter

    The meeting was quorate, 7 in attendance, and at the vote 5 governors voted yes or no whilst two abstained from voting. Whether it was due to a conflict of interest or because they didn't care either way should not matter. I would have thought if it was problematic the Clerk should have advised the Chair
     

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