Association’s decision
Question
At our last general meeting, only four out of our 120 members were in attendance in addition to our five-person committee. Are the important resolutions that were passed during the meeting still valid?
Answer
Yes, the resolutions are valid. The meeting would only be deemed not to have a quorum if the association's articles of association specify a requirement for a minimum number of members with voting rights to be in attendance (attendance quorum).
Even if important decisions have only been taken by just a few people, all members and the committee must abide by the resolutions in question. The stance that "the absent are always wrong" applies in such cases. Under Article 75 of the Swiss Civil Code (ZGB), all members who were not in agreement (including absent members) have the right to challenge resolutions that breach the law or the association's articles of association before a competent court within one month of being made aware of the decision in question.
Question
When do resolutions of the general meeting come into force?
Answer
Resolutions passed at a general meeting shall not enter into force until after the end of the meeting, or at a later date, if so decided. Until the end of the meeting, a motion to reconsider (procedural motion) may be submitted to vote again on the matter of a resolution if there are important reasons for doing so. It is therefore not permissible, for example, for an amendment to the articles of association to enter into force immediately after its resolution at the meeting itself.
