Aprio News

Most boards run into it sooner or later: two people think they own the same thing, or nobody does. Get your free roles and responsibilities matrix to settles that in writing, before it costs you a meeting. How to build your board roles matrix Choose your country. The matrix is built on US or Canadian law, so the duty language is correct for your board. Pick your organization type. Nonprofit, credit union

Most unproductive board meetings are not a people problem or a governance-structure problem. They are an agenda problem, and the patterns repeat across credit unions, nonprofits, Crown corporations, and private companies. Here are the five most common agenda mistakes, why each one happens, and a concrete fix for each. A board chair at a mid-size credit union once described her quarterly meetings as “three hours of listening to people read slides.” Twelve

Most boards never think about quorum until the morning a meeting nearly falls apart over it. Someone counts heads, realizes two directors are out sick, and the room goes quiet while everyone tries to remember whether they are allowed to vote. The answer almost always comes down to a percentage written in the bylaws, and that percentage is what this page is about. A quorum is the minimum number of voting members

It is 9:05 AM. The meeting was supposed to start at 9:00. Three directors are stuck in traffic, one is travelling, and one resigned last week. The corporate secretary counts heads: four directors present on a nine-seat board. Quorum requires five. The CFO has a budget presentation ready. The CEO needs a resolution to close a time-sensitive deal. And nothing can happen. This is far more common than most governance guides admit.

Your board has not met in one room for years. People dial in from a home office, a hotel, a parking lot before the next thing. The meeting still happens. The decisions still get made. And every so often someone asks the quiet question nobody wants to answer on the spot: is any of this actually valid? It usually is. Remote attendance is legal almost everywhere, and a director on a video

A board cannot make a valid decision unless enough directors are in the room. That minimum is your quorum, and in Canada it is not something you simply decide for yourselves. It is set by the statute you are incorporated under, then by your articles and bylaws within the limits that statute allows. Get the law wrong and a properly attended meeting can still produce decisions that do not hold up. This

Once you know which statute governs your board, the next question is the one the statute does not answer: what number should you actually write into your bylaws? The law gives you a default and a set of limits. Inside those limits, the right quorum for a credit union board of nine looks different from the right quorum for a national nonprofit with directors in five provinces. This page is the practical