We have five members on our board, but only three are able to attend an upcoming special meeting. When the board votes on an action item would we need a majority of the board’s entire membership (3 out of 5 total), or a majority of the members present (2 out of 3 present)?

Answer: For guidance here, you will want to consult board bylaw 9323 Meeting Conduct in your district policy manual.

Most districts are aligned with the AASB model bylaw 9323 which states in part, “Unless otherwise provided by law, affirmative votes by a majority of the Board’s membership are required to approve any action under consideration, regardless of the number of members present.”

Under this policy, a five-member board must receive three affirmative votes to approve an action, even if only three members are present at the meeting.