2018 Quorum Reduction Vote
THIS VOTE CONFLICTS WITH THE 2018 Quorum Clarification VOTE! Please do not vote Yes for both of these.
- Ryan Pierce
- Adam Stein
Member votes frequently fail, not because a majority of full members vote No, but because they do not meet quorum. For reasons outlined below, this is a problem that should be remedied.
PS:One's Bylaws currently require a quorum of at least 1/3 of the full members for a vote to pass. They also have a convoluted mechanism, described below, which is not currently implemented and would be difficult to implement in practice. This vote modifies the Bylaws by changing the quorum number to 1/10 of the full members and eliminating the non-voting member method to reduce quorum.
A High Quorum is Unnecessary
Robert's Rules of Order Newly Revised states that the "requirement for a quorum is protection against totally unrepresentative action in the name of the body by an unduly small number of persons."
Quorum is important for in-person meetings, where business can be conducted without prior notice, to prevent a small group from taking advantage of low attendance to push forward their own agenda without the knowledge of the larger group. However, this is not true of PS:One member votes. We have a mandatory 5 days e-mail notice period, and typically there is discussion on the mailing list long before that. It is not possible for a member vote to escape scrutiny and be passed without the membership knowing about it. Any bad vote can then be voted down.
Robert's Rules states that quorum "should approximate the largest number that can be depended on to attend any meeting except in very bad weather or other extremely unfavorable conditions." It is clear that failure to meet quorum is intended to be an edge case, not the norm. However, it seems far too common at PS:One for votes to fail quorum. Thus, quorum isn't working as designed. Instead, quorum frequently is being misused as a way to oppose a vote. Reducing the quorum requirement significantly will allow the system to function as designed.
The Current Quorum Suppresses No Votes
Because member votes frequently fail to meet quorum and frequently have a majority of Yes votes, it is possible that a member voting No could cause a vote that would otherwise fail quorum to instead meet quorum and be approved. As such, members typically find withholding a vote more effective to stop a proposal than voting no. This is problematic because:
- It encourages a game theory approach to member votes where a small minority of opponents can overpower the will of the majority by failing to cast a vote.
- It makes opposition to a vote largely impossible to gauge. Today, nobody knows the extent of opposition because members opposing a vote by not voting clearly are not counted.
- Repeatedly proposing votes that fail to meet quorum until they pass places psychological and administrative strains on the organization.
- These strains may have the effect of encouraging uninformed members to vote Yes to every proposal, without much scrutiny, because they don't want to be the reason why a vote failed quorum.
- The organization often cannot act on time-sensitive situations requiring votes because nobody can predict how long it will take to meet quorum.
An argument in favor of keeping quorum at 1/3 is that if a vote cannot get 1/3 of the membership to care about it, then it should not pass. When it fails to meet quorum, it sends a message to the vote sponsors. However, this logic is fallacious. Sponsors typically re-propose the same vote again, verbatim, until it passes. Without No votes, the sponsor has no metric to learn that the vote was unpopular. And the sponsors likewise can game the system by scheduling a vote that might otherwise fail quorum to occur at the same member meeting as a vote on a popular proposal that probably will make quorum.
By reducing quorum to 10%, the default specified in the Illinois General Not For Profit Corporation Act, then virtually every vote will meet quorum. Persons opposing a vote can no longer gamble on it failing to make quorum, and instead will have an incentive to vote No and convince others to do likewise. This will make opposition to each vote explicit. And it likely will result in decisive actions on each proposal, not the repeated limbo of repeated votes we have been observing.
Assume the organization has 120 full members. Quorum is therefore 40.
Assume a vote has 35 yes votes and 3 no votes. The vote would fail due to lack of quorum.
Now assume both Alice and Bob dislike the vote. If they both cast no votes, the vote tally will be 35 to 5, and the vote passes.
It follows that Alice and Bob's optimal action in this case would be not to vote. But then that raises difficult philosophical questions. Why should Alice and Bob, who are entitled to a total of two votes, be able to negate the yes votes of 35 members?
The Current Non-Voting Members Procedure is Difficult to Implement
The Bylaws currently state:
Non-Voting Members Full Members have the option at any time to become Non-Voting Members, or thereafter to re-activate as a voting Full Member, by emailing our voting account (email@example.com) or notifying the Board of Directors. Non-Voting Members will not be counted when calculating whether quorum has been reached. Full Members who have not attended a meeting or voted by proxy or in absentia for three consecutive months will automatically become Non-Voting Members until they re-activate by either voting or attending a meeting. Non-Voting Members who become Non-Voting by choice can only re-activate by emailing our voting account or by notifying the Board of Directors. As a convenience, Non-Voting Members *can* opt-in to voting for any issue without revoking their Non-Voting status. They will count toward quorum for any vote in which they participate. Board members are not eligible to become Non-Voting Members. Records of member attendance and voting will be maintained by the Secretary.
This provides for a mechanism to reduce quorum. But it requires keeping accurate track of who is voting and who is attending meetings. Three months of data is necessary to consider a member non-voting for quorum purposes. Typically, such records do not exist. Expecting the Secretary to keep them is not an efficient use of volunteer resources. A 10% quorum achieves the benefits of a reduced quorum without the hassle of record keeping requirements.
Relationship to Other Vote
As stated above, this vote contradicts the 2018 Quorum Clarification vote. The other vote likewise eliminates the convoluted non-voting member record keeping. However, it keeps the quorum at 1/3 while this vote lowers quorum to 10%.
It makes no sense for a member to vote Yes for both this and the 2018 Quorum Clarification vote. Still, to address the off chance that both votes pass, this vote includes fair language to address this edge case and produce a well defined result.
The Bylaws will be modified as follows:
Section 5.1.2, Quorum, will be deleted and replaced in its entirety with:
Quorum for a vote of the membership of Pumping Station: One shall require at least one-tenth of the existing voting membership on the day of the vote. For the purposes of calculating the quorum, properly submitted proxy statements by members shall count as attendance.
Section 126.96.36.199, Non-Voting Members, will be deleted in its entirety.
If the vote 2018 Quorum Clarification passes on the same day as this vote, and 2018 Quorum Clarification received more Yes votes than this vote, or 2018 Quorum Clarification received the same number of Yes votes as this vote and a fair coin toss performed during the member meeting by the Secretary or other officer responsible for casting proxy votes shows Tails, this vote will have no effect.
If the vote 2018 Quorum Clarification passes on the same day as this vote, and 2018 Quorum Clarification received fewer Yes votes than this vote, or 2018 Quorum Clarification received the same number of Yes votes as this vote and a fair coin toss performed during the member meeting by the Secretary or other officer responsible for casting proxy votes shows Heads, the Bylaws changes to be made by this vote will be applied after the Bylaws changes specified in the 2018 Quorum Clarification.
- First rough draft posted: 10/23/2018
- Vote template added: 10/23/2018
- Language locked: 10/29/2018
- Submitted to Secretary for scheduling: 10/29/2018
- Vote scheduled for; 11/6/2018
- Vote first conducted: TBD
- Outcome of vote: TBD