# Quorum for Booster Club Meetings: How to Set It and Count It

> What a quorum is for booster club board and membership meetings, where the number comes from, how to count it, and what to do when too few members attend.

- URL: https://boosterclub.org/meetings/quorum/
- Section: Meetings
- Updated: 2026-10-08

A quorum is the minimum number of voting members who must be present for a booster club meeting to conduct business. Without one, the board or the membership cannot make a binding decision, no matter how unanimous the people in the room are. The bylaws set the number, state law may set a default or a floor, and Robert's Rules of Order Newly Revised (RONR) fills in when both are silent.

The president is responsible for confirming a quorum before calling a meeting to order, and the secretary records it in the minutes. A quorum problem is one of the most common reasons a booster club decision turns out to be invalid, and one of the easiest to prevent.

## What Counts Toward a Quorum

A quorum counts voting members present, not votes cast. A member who is present and abstains on a vote still counts toward the quorum. A non-member who attends, such as a coach or a parent guest, does not.

Board meetings and general membership meetings have separate quorums. A board quorum counts board members. A membership quorum counts voting members of the club, which may include the board members who attend.

Ex officio members need care. Under RONR, an ex officio board member who is also a member or officer of the club counts toward the board's quorum. A person who sits on the board ex officio but is not a member of the club, such as a principal or athletic director named in the bylaws, has the same rights as other board members (unless the bylaws make the seat non-voting) but is not counted toward the quorum.

## Where the Number Comes From

| Source | Rule | Applies when |
|---|---|---|
| State nonprofit corporation law | Defaults and minimums vary by state | The club is incorporated (and sometimes when it is not) |
| Bylaws | The number the club chose | Always, if consistent with state law |
| RONR default | A majority of all the members | The bylaws and state law are both silent |

State law varies, and an incorporated club should check its [state page](https://boosterclub.org/states/). California is an example of how specific a state can be. For a California nonprofit public benefit corporation, the default board quorum is a majority of the number of directors authorized, and the bylaws may not set it below one-fifth of the authorized directors or two, whichever is larger. The default quorum for a meeting of members is one-third of the voting power, and if the bylaws set it lower, a meeting attended by less than one-third may vote only on matters described in the notice.

The RONR default works for a board. It fails for most memberships. A club whose bylaws define every dues-paying parent as a member, with 240 member families and no quorum provision, would need 121 voting members in the room to do anything.

## Setting the Right Number

The best quorum is high enough that a small group cannot make decisions the club would reject, and low enough that the club can meet in an ordinary month. Base it on actual attendance records, not on hopes.

| Meeting | Common approach | Example |
|---|---|---|
| Board | A majority of directors in office | 4 of a 7-member board |
| General membership | A fixed number, or a fixed number that includes a minimum of board members | 15 voting members, at least 3 of them officers |
| Committee | A majority of committee members, unless the club sets otherwise | 3 of a 5-member committee |

A fixed number is easier to apply than a percentage, because a percentage requires an accurate count of current members on the night of the meeting. Before adding a condition such as "at least three officers," check whether state law allows it. California, for example, allows a quorum to require specified directors only if their absence would not prevent the corporation from transacting business.

Vacancies affect the count. Under RONR, "a majority of all the members" is measured against the current members. A 10-seat board with three vacancies has seven members, so four is a quorum. Some state laws instead measure against the number of authorized seats, which would make the quorum six of the same board. The bylaws should say which applies.

## Confirming a Quorum

Before calling the meeting to order, the president confirms that a quorum is present. The president does not need to announce it, but a booster club should, so that the minutes show it.

1. The secretary keeps a sign-in sheet for general membership meetings, with names checked against the membership list.
2. For a board meeting, the secretary notes which board members are present.
3. The president counts, then calls the meeting to order: "A quorum being present, the meeting will come to order."
4. The secretary records the names of board members present (or the number of members present at a general meeting) in the minutes.

Once a quorum is established, it is presumed to continue until the chair or a member points out that it is gone. A member who notices that people have left raises a point of order. The chair counts, and if the quorum is gone, the meeting can take no further action except the limited steps below.

## When There Is No Quorum

Without a quorum, the only actions RONR allows are:

1. Fix the time to which to adjourn (set a continuation of the meeting for a later date)
2. Adjourn
3. Recess (a short break while members are called in)
4. Take measures to obtain a quorum (for example, asking members to make phone calls)

A meeting that fails for lack of a quorum still counts as held. If the bylaws require a meeting in October and too few members show up, the club has not violated its bylaws by adjourning.

If the board takes action without a quorum because of a genuine emergency, the action is not valid until a later meeting with a quorum ratifies it. Ratification is a motion, adopted by majority vote, that approves the earlier action as the club's own. Until then, the people who acted are personally exposed, and if the later meeting declines to ratify, they may be responsible for the costs.

## Changing the Quorum

The quorum is set in the bylaws, so changing it requires a bylaws amendment under the club's amendment procedure. Make the change in one motion that strikes the old number and inserts the new one. If the club strikes the old provision first and debates the new one separately, the quorum falls back to the default (a majority of all members) in the gap, which may make adopting a new provision impossible. The procedure is on [How to Amend Booster Club Bylaws](https://boosterclub.org/bylaws/amending-bylaws/).

## Common Mistakes

- **Bylaws with no membership quorum.** The default becomes a majority of all members, which most booster clubs can never reach. Every membership vote the club has taken may be open to challenge.
- **Counting guests, coaches, or non-voting members.** The room looks full, but the quorum is short, and the decision is invalid.
- **Carrying on after members leave.** The last 30 minutes of a long meeting often run without a quorum, which is when the biggest spending decisions get made.
- **Deciding without a quorum "because it's urgent" and never ratifying.** The action stays invalid, and the officers who acted carry the risk.
- **Setting a quorum by percentage with no accurate membership list.** No one can tell whether the quorum was met.

## Checklist

### Setting the quorum
- [ ] Read the quorum provisions in the bylaws for board, membership, and committee meetings (secretary)
- [ ] Check the club's state page for any state default or minimum quorum
- [ ] Compare the quorum to actual attendance for the last 12 months
- [ ] Propose a bylaws amendment if the quorum is missing, unworkable, or inconsistent with state law

### At every meeting
- [ ] Keep a sign-in sheet or attendance list (secretary)
- [ ] Count voting members only, excluding guests and non-member ex officio members
- [ ] Confirm a quorum before calling the meeting to order (president)
- [ ] Record the quorum and the names of board members present in the minutes (secretary)
- [ ] Recount whenever members leave before a vote (president)

### If there is no quorum
- [ ] Limit action to adjourning, recessing, setting a continued meeting, or seeking a quorum
- [ ] Put any emergency action on the next meeting's agenda for ratification (secretary)

## Related Pages

- [Membership Rules in Booster Club Bylaws](https://boosterclub.org/bylaws/membership-provisions/) who counts as a voting member
- [How to Amend Booster Club Bylaws](https://boosterclub.org/bylaws/amending-bylaws/) how to change the quorum
- [Board Meetings vs General Membership Meetings](https://boosterclub.org/meetings/board-vs-general-meetings/) why each kind of meeting has its own quorum
- [Virtual and Hybrid Booster Club Meetings](https://boosterclub.org/meetings/virtual-meetings/) counting remote participants
- [Booster Club Filing Requirements by State](https://boosterclub.org/states/) state defaults that may override the bylaws

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*This page is general information for volunteer-run booster clubs. It is not legal,
tax, or accounting advice, and BoosterClub.org is not a law firm, accounting firm, or
government agency. Rules change and vary by state and district. Confirm current
requirements with the IRS, the relevant state agency, the school district, and a
qualified professional before acting. If a fact on this page is out of date, we want
to know.*

## Sources

1. California Legislative Information: https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?lawCode=CORP&sectionNum=5211
2. California Legislative Information: https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?lawCode=CORP&sectionNum=5512