The laws for a number of statutory boards in my state are very brief in their specifications of procedures. One basic thing most of them seem to be saying are that either a board leader may convene a meeting or a specified majority of board members may convene a meeting. I don't know that there is any case law on "convening" a meeting, but the quorum rule seems to be a completely separate topic. (The quorum rule (also specified in statute) says a majority of "members serving" is a quorum.)
Here are two examples of what I am trying to interpret:
The board shall meet at least once a year to conduct its business and to elect a chair. Additional meetings must be held as necessary to conduct the business of the board and may be convened at the call of the chair or a majority of the board members.
The board shall meet at least once a year to transact its business, which includes the election of officers and the reorganization of the board. The board shall meet at additional times as it may determine. Additional meetings may be called by the president or by 2/3 of the members of the board.
In example two, the statute says specifically that the president's term lasts for exactly one year starting with the date of election.
What I am seeing is, for example, with example two, they forgot to elect a president last year and yet the minutes all say that the "president" "called" the meetings last year. Does that make those meetings invalid? In one of those meetings, two thirds of the members were not even present.
Another question I have is, "what about the meeting where officers are elected?" The statute says "additional meetings" may be called by the president or 2/3, but is silent on the first meeting.
How do you interpret these "convening" clauses? I can't imagine they're meaningless.