Membership Approval Defined

APPROVAL DEFINED

Bylaws will often refer to approval-requirements which are not defined in the documents but have been defined by statute. Examples are:

1. Approval "by a majority of all members" means approval by an affirmative vote of a majority of the votes entitled to be cast. Corp. Code §5033 In an association with 100 members, 51 must approve an action.

2. Approval "by the members" means approval by the affirmative vote of a majority of the votes represented and voting at a duly held meeting at which a quorum is present. Corp. Code §5034 In an association with 100 members, at least 51 must be present in person or by proxy before a vote can be taken. At least a majority of those present (in person or by proxy) must approve the action. If 51 are present then 26 must approve. If 80 are present, then 41 must approve the action.

3. Approval "by the voting power" means majority of members eligible to vote. Corp. Code §5078 In an association with 100 members in which the voting rights of 10 delinquent members have been suspended, the number of eligible voters is 90 and a majority is 46.

4. Approval by an "authorized number" means 5 percent of the voting power. Corp. Code §5036(a) In an association with 100 members, the authorized number is 5.

Updated 8/9/2008