Confusing bylaws

Started by DeenaB • 5 replies • 2430 views

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DeenaB (Texas)
Posts: 8

Posted:

Our HOA is now run by the subdivision members instead of the original declarant (the developer), and we find our bylaws to be very confusing, with Class A and Class B members, various levels of elected directors, officer chosen by the directors, elected officers, committees, etc.

Is it possible to simplify this so that the members (who each have one vote) simply elect four officers: president, vice-president, secretary and treasurer? We are in Texas, and I don't know if part of this boilerplate is due to our non-profit status. There is also mention of compensation of sorts for officers, although that isn't the way it works (our dues are $50 a year, and that basically covers maintenance and a few social events).

We would like to make this comprehensible and post it on the website for homeowners to review. Our previous and rather dysfunctional board did not wish to make the bylaws accessible and would claim the bylaws said things that they didn't (such as a board member could not recruit potential candidates for the next year's board without the approval from the other board members, or that candidates had to be "approved" by the current board).

RogerB (Colorado)
Posts: 5,067

Posted:

DeenaB, you can fairly easily amend your bylaws by following the requirements stated in your current bylaws. You can remove the classes of membership and everything else related to the declarant (developer) which was written to allow the developer to maintain control. I would suggest the members elect directors and directors elect officers; and directors be able to remove officers and members be the ones to remove directors.

Your bylaws should include key governance items required by state
statues related to non-profit corporations. Bylaws, plus your Declaration (CC&Rs) and any rules and regulations, should always be provided to all owners.

A search on the internet may provide example bylaws to guide you. If you can not find an example send me an e-mail and I will provide an example.

Roger

DeenaB (Texas)
Posts: 8

Posted:

Thanks, Roger, for both the helpful information and the offer of sample bylaws.

BrianB (California)
Posts: 2,820

Posted:

BTW, in general, when your developer leaves, you no longer have two classes of members. Typically, one class (class X) was the developer, and hte other class (Class Y) was the property/home owners.

I recommend following the rules very closely in amending your by laws, be very careful of what you throw out, and be even more careful of what you bring in. Sanity check everything with the most devious mind you can find, and see what that person could think to do with the rule you want to put in place. then rewrite it.

CarlF (Texas)
Posts: 1

Posted:

In general, what is the procedure to amend the bylaws in Texas? We need a 2/3 vote of the members but - then what? What forms are required for the state, do we need a lawyer or is it simply a matter of filing the paperwork with the state?

RogerB (Colorado)
Posts: 5,067

Posted:

In Colorado amendments to the bylaws do not have to be filed with any agency. Amendments to the Declation need to be filed with all counties in which the HOA resides. Does not require a lawyer.

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