A quorum is the minimum number of persons who must be present for a company meeting to transact business. The number is ordinarily fixed the articles failing which Section134(c) applies, where:
i) Two members present in person constitute quorum for a private company meeting.
ii) Three members present in person constitute quorum for a public company meeting.
It is the duty of the chairman to determine whether a quorum of members is present. This must be done within 30 minutes of the appointed time. If a quorum is not present, the meeting, if convened directors stands adjourned to the following week, same day, time and place. But if convened requisitionists, it stands dissolved.
Under Article 53 of Table A, no business shall be transacted at any general meeting unless a quorum of members is present at the time the meeting proceeds to business. Quorum is only essential at the commencement of the meeting. A fall in the number of members present after the meeting has commenced has no effect.
In determining whether a quorum is present, persons not entitled to attend are not counted. A meeting with no quorum is invalid and any purported proceedings are void.