Legality / Legitimacy

Sikamick

Question? : Where a Committee or Governing body meet and there is not
a full quorum and a vote on a particular item is passed, how legitimate is this vote.


Sikamick

Sparks

Depends on the kind of body. If it's an unincorporated association (ie. a club), then no rules apply in law. You could throw out the constitution completely and run off with the cash and nothing would be illegal about it. If the body is an incorporated association of some kind (a limited company for example), then it's not legitimate (and actions taken on it's basis are ultra vires and don't stand up if challanged in court by someone) but can later be ratified by the committee if they agree to it.

This is why all NGBs ought to be some form of limited company. (An NGB where someone can run off with the cash with no possibility of legal redress is not a good thing...)
(And why large clubs should be as well)

Sikamick

Sparks wrote: »

Depends on the kind of body. If it's an unincorporated association (ie. a club), then no rules apply in law. You could throw out the constitution completely and run off with the cash and nothing would be illegal about it. If the body is an incorporated association of some kind (a limited company for example), then it's not legitimate (and actions taken on it's basis are ultra vires and don't stand up if challanged in court by someone) but can later be ratified by the committee if they agree to it.

This is why all NGBs ought to be some form of limited company. (An NGB where someone can run off with the cash with no possibility of legal redress is not a good thing...)
(And why large clubs should be as well)

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Would this apply where a group get funding from the Irish Sports Council.


Sikamick

rrpc

It also depends on the constitution or other rules of the organisation. There may be a set quorum for decisions, but other clauses which can define or otherwise limit the effect of a quorum.

For example if they thought they were quorate and later discovered they were not, some clauses allow for this situation.

Or where there is a decision made inquorate, the decision can be later revisited when there is a quorum and ratified.

Then there are different types of decisions that require different levels of quorum.

You need the rules and the minutes to determine if a decision was actually invalid by reason of insufficient quorum.

rrpc

Sikamick wrote: »

________________________________________________________________


Would this apply where a group get funding from the Irish Sports Council.


Sikamick

There would only be relevance to the Irish Sports Council if they had requested a change in the organisations rules.

Sparks

It applies regardless of the funding source - observe the legal row over portmarnock golf club in 2005. Because they were a private club, they couldn't force them to allow women equal rights as members. All they could do was cut off future funding through their liquor licence. Funding already granted was in effect untouchable.

Basicly, a club can't be held to any club-specific rules or regulations (obviously, they have to follow the law like everyone else, but they can't be forced to adhere to their constitution or to any rules set by an external body). A limited company can be if the courts so order.

Sikamick

rrpc wrote: »

You need the rules and the minutes to determine if a decision was actually invalid by reason of insufficient quorum.

_______________________________________________________________

Are the rules and minutes of a meeting available to affiliate members.

Sikamick

Sparks

rrpc wrote: »

It also depends on the constitution or other rules of the organisation. There may be a set quorum for decisions, but other clauses which can define or otherwise limit the effect of a quorum.
For example if they thought they were quorate and later discovered they were not, some clauses allow for this situation.
Or where there is a decision made inquorate, the decision can be later revisited when there is a quorum and ratified.
Then there are different types of decisions that require different levels of quorum.
You need the rules and the minutes to determine if a decision was actually invalid by reason of insufficient quorum.

The problem is that this all applies to whether or not a decision is valid under the club's own rules - but the club is not required by law to adhere to those rules, nor can it be forced to do so. The club can (and I think we've all seen examples of when clubs have done this) simply ignore the rules and continue on regardless. Which is why the unincorporated association model is such a bad one for an NGB.

Sparks

Sikamick wrote: »

Are the rules and minutes of a meeting available to affiliate members.

Again, that would be determined by a rule, and a club can ignore its own rules.

rrpc

Sikamick wrote: »

_______________________________________________________________

Are the rules and minutes of a meeting available to affiliate members.

Sikamick

Without knowing who you are talking about, it's impossible to answer that question.

Even then, it's difficult because all bodies have different rules and different ways of applying them.

TheSmallFella

I would agree with most of what was said....except....

Quorum must be met. The problem is that the quorum can be different for different descisions, down to, for example, for a certain descision the quorum could be just the Chairman. Quorum for descisions should be laid down in the club constitution.

As far as I am aware, members should be able to revoke any descision that was made without full quorum by calling an EGM. But as the guys have said...this again is down to club rules, but this would be the norm for any club and written into the constitution.

As for affiliate members, "usually" affiliate members can attend meetings but cannot vote. They "usually" have no say in how the club is run...again...down to specific club rules.

I would be surprised if a club would not send out meeting minutes to all full and affiliate/associate members.

My 2p....

Sparks

The problem with that, again, is that it's a rule; and no club can be held to any rule by any third party. There's simply no law that permits it. Yes, they should be quorate. Yes, they should give out minutes and they should obey their constitution, but it's like the signs in the parking lot saying that the management accepts no liability for damage to parked cars there - legally meaningless.

TheSmallFella

Very true, and I agree with you....but then it's up to the members to address it if they're not happy in the way their committee/club is acting. Tough one, but you are right...Legally they may be doing nothing wrong.

Red Renard

Sikamick wrote: »

Question? : Where a Committee or Governing body meet and there is not
a full quorum and a vote on a particular item is passed, how legitimate is this vote.


Sikamick

Answer:D as legitimate as they want it to be.

Sparks

Well....no. There you're asking about whether or not a decision is legitimate rather than whether or not it's legal. Different thing entirely. There's nothing illegal about an unincorporated association ignoring its own constitution when making a decision; but there's nothing legitimate about it either!