Legal Definitions - registration-based quorum

A registration-based quorum refers to the minimum number of participants required to be present at a meeting for its proceedings to be considered valid, where this minimum is calculated based on the number of individuals officially registered or eligible to participate. This approach relies on an established list or registry of qualified attendees to determine the necessary attendance threshold, rather than simply the total membership or other criteria.

• Example 1: Homeowners' Association (HOA) Annual Meeting

  Imagine a homeowners' association with 200 homes. The HOA's bylaws state that a quorum for its annual meeting, where important decisions like budget approval and board elections occur, requires the presence of 25% of all registered homeowners. If 150 of the 200 homes are owned by officially registered members (the others might be rented or owned by non-voting entities), then 37.5 individuals (25% of 150) would need to be present. Since you can't have half a person, the quorum would likely be rounded up to 38 registered homeowners.

  This illustrates a registration-based quorum because the calculation for the minimum attendance (38 homeowners) is derived specifically from the list of 150 *registered* homeowners, not the total number of homes in the community (200).

• Example 2: Corporate Shareholder Meeting

  Consider a publicly traded company holding its annual general meeting to vote on a significant merger. The company's articles of incorporation specify that a quorum for such a vote requires the presence, either in person or by proxy, of shareholders representing at least 40% of the company's *registered* voting shares. If the company has 10 million shares outstanding, but only 8 million of those are *registered* as voting shares (the rest might be non-voting preferred shares or treasury shares), then shareholders representing 3.2 million voting shares (40% of 8 million) must be present for the merger vote to proceed legally.

  This is a registration-based quorum because the 40% threshold is applied to the specific count of *registered* voting shares, as recorded in the company's official shareholder registry, rather than the total number of shares ever issued by the company.

• Example 3: Professional Licensing Board Session

  A state board responsible for issuing and revoking professional licenses for architects has 11 members. Its operating procedures mandate that a quorum for any session involving disciplinary action against a licensee must include at least two-thirds of its *registered* and active board members. If all 11 members are currently registered and active, then at least 8 members (two-thirds of 11, rounded up) must be present for a disciplinary hearing to be valid.

  This demonstrates a registration-based quorum because the required attendance of 8 members is calculated based on the specific number of individuals officially *registered* as active members of the board, ensuring that a substantial portion of the designated decision-makers are present for critical actions.