When the board falls below quorum
What happens when trustees step down and the board no longer has enough members to be quorate? The answer depends on your governing document, so look there first. Many constitutions say that if numbers fall below the minimum, the remaining trustees can act only to appoint new trustees or to call a general meeting. Anything else may be outside their powers until numbers are back up.
A few practical steps help:
- Check the minimum number of trustees as well as the quorum, as they are often different
- Keep a list of term end dates so departures don't all land at once
- Start recruiting before a trustee's term ends
If you are already below the minimum, keep decisions to the ones the constitution allows and record that you have done so.
General guidance, not legal advice.