Understanding Quorum
What quorum means in Assembley, how it is measured as a percentage of share capital for company assemblies (and members for associations), and how the quorum basis is fixed at go-live.
Quorum is the minimum level of representation required for an assembly's decisions to be binding. Without it, a meeting can be challenged as invalid no matter how the votes fell. This article explains how Assembley measures quorum and where the number comes from.
What quorum measures
Quorum answers: was enough of the organisation represented for this meeting to count? How "enough" is measured depends on the voter type:
- Company assemblies measure quorum as a percentage of share capital that is represented. It's a question about ownership, so it uses capital — not voting rights.
- Association assemblies measure quorum in members present — one member, one unit of presence.
This is why Assembley keeps share capital separate from voting rights: quorum needs the capital figure, while the tally needs voting rights. See Share Capital vs Voting Rights Explained.
The threshold
If your statutes require a quorum, you enable it on the assembly and set the threshold — the proportion that must be represented (for example, a simple majority of capital, or a higher bar for certain decisions). During the live meeting, Assembley shows the represented proportion against your threshold so you can see whether the meeting is quorate before opening substantive votes. See Running a Live Assembly.
The basis is fixed at go-live
The denominator for quorum — the total eligible capital (or members) — is snapshotted when the assembly goes live. From that moment, editing your register doesn't move the quorum basis for that meeting. This keeps the calculation stable and defensible: the "100%" that quorum is measured against was fixed at the start, not quietly changed mid-meeting. See Sending Invitations and Managing Eligibility.
Quorum and eligibility
Because quorum is measured against the eligible set, restricting an assembly to a single voter group also scopes its quorum to that group's capital (or members). If you exclude individuals, they're outside both the eligible set and the quorum basis.
Quorum versus turnout
Quorum (how much of the organisation is represented) is not the same as per-item turnout (how much voting power participated on a given item). They answer different questions and can be different numbers. See Per-Item Turnout vs Quorum.
Where to go next
See How Votes Are Counted for the tally side, and Reading Assembly Results for how quorum appears in the outcome.
Related articles
- How Votes Are CountedHow Assembley tallies votes — by voting rights for company assemblies and one-per-member for associations — and why each vote's weight is frozen at the moment it is cast.
- Per-Item Turnout vs QuorumThe difference between per-item turnout and meeting quorum in Assembley — one measures participation in voting rights on a single item, the other measures representation of share capital for the whole meeting.
- Reading Assembly ResultsHow to interpret an assembly's results in Assembley — per-item outcomes, the weighted tally, turnout, quorum, and how the result connects to the evidence package.