Meeting governance obligations
A quorum is the minimum number of owners or trustees you need to have in attendance at a hui, so that you can make decisions and vote on matters to do with the whenua.
What is a quorum?
A quorum is the minimum number of hui attendees that are needed to make a decision about the trust or the whenua.
If you don't have quorum at a hui, you can't make any binding decisions, or vote on any matters to do with the whenua.
The quorum for owner or trustee meetings is usually noted in your trust order. It's something the trust needs to agree on and define when creating the trust order. It should be reviewed from time to time.
Why it's important to have a quorum
A quorum ensures that trust decisions can't be made without wide owner consultation, and it provides a check on big decisions. It's one of the reasons that owner participation at hui is so important.
Quorums ensure that decisions can't be made without whānau participation, and show that there's a good representation of owners present and participating in the decision making process at hui. This is a critical part of governance and preserving the mana of the whānau and the whenua.
How the legislation defines quorum
A trustees hui for an established trust, a quorum (as defined in Te Ture Whenua Act) is at least 3 responsible trustees, unless the trust order states a different number.
The trust order can give the chairperson the deciding vote if voting on an issue is evenly split.
An owners hui has different quorum requirements. Te Ture Whenua Māori Act says that to have a quorum for an owner hui, you must:
- have at least 3 owners in attendance, and
- they need to hold at least 30% of the total shares in the whenua.
So, if you had 5 owners at a hui but their shares together made up only 25% of the total, you would not have a quorum. Or if you had 2 owners with 50% of shares in attendance, you wouldn't have a quorum.
A trust order can state a different quorum requirement to what's defined in Te Ture Whenua Māori Act, as long as everyone agrees to it. Until you have something different in your trust order, you need to meet the quorum requirements set out in the legislation.
If an owner can't be present at a hui, they can appoint a 'proxy' to attend on their behalf, as long as the trust order allows it. This means that even if someone can't be at a hui in person, they can still:
- take part in making decisions about the whenua
- have their say on what's happening.
As decisions can't be made without quorum, this can be one way of ensuring you have good representation of owners at hui. Make sure whānau know that this is an option, and encourage anyone who can't attend a hui to send a proxy instead.
For example, if the trust decides to hold a hui on the whenua but it's hard for owners to get there, you could still reach quorum if owners send a proxy on their behalf.