MelJ (Pennsylvania)
Posts: 7
Posts: 7
Posted:
CAN THE BOARD EXCLUDE A MEMBER FROM OFFICIAL HOA BUSINESS?
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EXCLUDING BOARD MEMBERS FROM HOA BUSINESS
Started by MelJ • 11 replies • 3261 views
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SusanW1 (Michigan)
Posts: 5,202
Posts: 5,202
Posted:
All board members must receive the same information and calls to meetings. All board members have the right and duty to attend any and all meetings.
Probably the only exception would be for a certain board member's discipliary discussion in closed session. But that would have to be within a regular meeting.
Probably the only exception would be for a certain board member's discipliary discussion in closed session. But that would have to be within a regular meeting.
MelJ (Pennsylvania)
Posts: 7
Posts: 7
Posted:
here is the case, I am an active executive board member, and come to find out i was left out of a meeting that took place on Monday evening. It involved a noncompliance of a homeowner allegedly running a daycare. My children often visit this homeowners home as they/we are friends with the owners. Upon finding out of a meeting which all bod were notified except myself, I questioned them. here is the response i recieved:
This meeting was conducted at the request of the HOA attorney. The HOA attorney stated you could not attend as a Board member because of "confict of interest" since your children are watched by Mrs.xxxxx. Therefore you were not notified of this meeting. If Mr.xxxx had asked you to attend as one of his witnesses you could have attended. A quorum of Board members was present in order to make a decision.
but when i talked with the president later on that night he said it was his (presidents) decision for me not to be notified. I feel as a member of the BOD i have the right to be included in any business conducted by the HOA, and anything done without my vote/notification is against the bylaws.
So what im getting at is how do I uphold the BOD to follow the By-laws? who do i contact?
This meeting was conducted at the request of the HOA attorney. The HOA attorney stated you could not attend as a Board member because of "confict of interest" since your children are watched by Mrs.xxxxx. Therefore you were not notified of this meeting. If Mr.xxxx had asked you to attend as one of his witnesses you could have attended. A quorum of Board members was present in order to make a decision.
but when i talked with the president later on that night he said it was his (presidents) decision for me not to be notified. I feel as a member of the BOD i have the right to be included in any business conducted by the HOA, and anything done without my vote/notification is against the bylaws.
So what im getting at is how do I uphold the BOD to follow the By-laws? who do i contact?
RogerB (Colorado)
Posts: 5,067
Posts: 5,067
Posted:
Mel, was this an official Board meeting or was it just a Hearing? If business of the Board of Directors was conducted it was a Board meeting and you should have been notified. If it was a Hearing with no Board business conducted you should not have selected to be on that committee because you could be called as a witness to testify on behalf of your friend.
With regard to what the attorney supposed advised, I agree. However, the other Board members should have also be considered as a Hearing Committee and not as Board members. And any decision made by the Hearing Committee needs to go to the Board to expedite action. You can make the other Board members aware of the Presidents unilateral actions. You can try to get their support to call a special Board meeting to saction the President if there was improper conduct; and if there was, to reconsider the homeowner's case.
With regard to what the attorney supposed advised, I agree. However, the other Board members should have also be considered as a Hearing Committee and not as Board members. And any decision made by the Hearing Committee needs to go to the Board to expedite action. You can make the other Board members aware of the Presidents unilateral actions. You can try to get their support to call a special Board meeting to saction the President if there was improper conduct; and if there was, to reconsider the homeowner's case.
MelJ (Pennsylvania)
Posts: 7
Posts: 7
Posted:
Im not sure if it was a " Special Meeting" or a Hearing Commitee. Do I have a right to see any minutes taken during this event? I can not get a straight answer from anyone.
BarbaraS12 (New Mexico)
Posts: 9
Posts: 9
Posted:
My reply does not address the present topic but does come under the same heading. We have a board member whose manner of addressing people (owners and guests) re breaking of covenant rules is rather abrasive - to the extent that one property owner is asking the board to request this members resignation. May the board hold a meeting to discuss the behavior of a board member and the request without notifying this member of the meeting?
MaryA1 (Arizona)
Posts: 388
Posts: 388
Posted:
Mel,
I disagree with the attorney's opinion (or the Pres') that you had a conflict of interest. You did not state this person babysits your children but rather that your children visit the home because they are friends. Either way, I see no conflict of interest. If the board were to use the attorney's/Pre' opinion of a "conflict of interest", I'm sure one would exist for most CCRs violations that the board might issue or even for most hearings the board must conduct. Just because a board member is friends with a member of the assn does not equate to a conflict of interest. At any rate, IMO, you should have been contacted and asked to inform the board of your assn with this member and whether you felt you could be impartial in rendering a decision or not. Even if it was felt a conflict of interest existed, once it was known you may have been able to sit in on the meeting but not allowed to vote on the decision. AZ nonprofit corp law would allow this. I don't think the PA nonprofit corp statutes have anything to say about conflict of interest.
As to whether this was a Hearing Committee meeting or a Board meeting, if the board conducts the hearings then you should have been notified.
There should be minutes for this hearing/meeting and, as a board member, you certainly have a right to see them.
At the next board meeting I would make a statement regarding this issue. Let the board know that you do not feel you had a conflict of interest, but, regardless you should have been notified and given the opportunity to state whether or not you could be impartial.
I disagree with the attorney's opinion (or the Pres') that you had a conflict of interest. You did not state this person babysits your children but rather that your children visit the home because they are friends. Either way, I see no conflict of interest. If the board were to use the attorney's/Pre' opinion of a "conflict of interest", I'm sure one would exist for most CCRs violations that the board might issue or even for most hearings the board must conduct. Just because a board member is friends with a member of the assn does not equate to a conflict of interest. At any rate, IMO, you should have been contacted and asked to inform the board of your assn with this member and whether you felt you could be impartial in rendering a decision or not. Even if it was felt a conflict of interest existed, once it was known you may have been able to sit in on the meeting but not allowed to vote on the decision. AZ nonprofit corp law would allow this. I don't think the PA nonprofit corp statutes have anything to say about conflict of interest.
As to whether this was a Hearing Committee meeting or a Board meeting, if the board conducts the hearings then you should have been notified.
There should be minutes for this hearing/meeting and, as a board member, you certainly have a right to see them.
At the next board meeting I would make a statement regarding this issue. Let the board know that you do not feel you had a conflict of interest, but, regardless you should have been notified and given the opportunity to state whether or not you could be impartial.
SusanW1 (Michigan)
Posts: 5,202
Posts: 5,202
Posted:
Since Mel is not sure whether this was a hearing or a meeting, we are at a loss as to his role here.
There could be a separate committee to handle violations, and he may not be a member of that committee.
The Member could have called a hearing.
Mel, how have OTHER hearings or violations been handled?
There could be a separate committee to handle violations, and he may not be a member of that committee.
The Member could have called a hearing.
Mel, how have OTHER hearings or violations been handled?
MelJ (Pennsylvania)
Posts: 7
Posts: 7
Posted:
there is no hearing committee established in our HOA, so as far as i am concerned it was a meeting, which would have been classified as a special meeting. According to our by-laws a special meeting requires 10 days notice to all board members, which was not given to myself. So how or what can I do at this point? I assume that all business conducted at this meeting can not be recorded as offficial HOA business, and therefore must be presented at a meeting again using proper protcol.Is there an authority otther then the board I can pursue this upon? this is not the first time I have been excluded from business, its all because i have differant views on alot of issues with in the HOA.
GlenL (Ohio)
Posts: 5,491
Posts: 5,491
Posted:
The Board was 100% wrong in excluding you. However it probably would not change the outcome. At the very least you should have been allowed to attend and participate but not vote on the matter. That and $5.00 will get you a cup of coffee but unless they violated the States non-profit or HOA law (if any) or your CC&R's I'm afraid there is nothing to be done.
Studies show that 5 out of 4 people have problems with fractions
GlenL (Ohio)
Posts: 5,491
Posts: 5,491
Posted:
Quote:
Posted By BarbaraS12 on 10/27/2010 11:38 AM
My reply does not address the present topic but does come under the same heading. We have a board member whose manner of addressing people (owners and guests) re breaking of covenant rules is rather abrasive - to the extent that one property owner is asking the board to request this members resignation. May the board hold a meeting to discuss the behavior of a board member and the request without notifying this member of the meeting?
My reply does not address the present topic but does come under the same heading. We have a board member whose manner of addressing people (owners and guests) re breaking of covenant rules is rather abrasive - to the extent that one property owner is asking the board to request this members resignation. May the board hold a meeting to discuss the behavior of a board member and the request without notifying this member of the meeting?
No, I can't think of a more cowardly act. If you want to have a meeting, have it with him and let him know what is going on and how his actions are perceived by some. If you were to have your clandestine meeting the most you could gain from it is a consensus to ask him to resign. If he tells the BOD to stuff it it would still take a recall to remove him.
Studies show that 5 out of 4 people have problems with fractions
SusanW1 (Michigan)
Posts: 5,202
Posts: 5,202
Posted:
Barbara - first have the president speak privately to this person. Tell him/her that he/she should NOT speak for the HOA concerning violations or any other business outside of a meeting. The discussion could include a warning that the board could take action if there are more complaints. Now you will have a documented warning.
If that does not work, at the next board meeting, go into executive session to discuss disciplinary measures. Most boards can remove members at will. He/She did not heed the warning. your documents may or may not outline the hearing process. If not, follow Roberts Rules.
Document everything.
You can't have a brash, out of control board member speaking to Members. It gives the board a bad name.
If that does not work, at the next board meeting, go into executive session to discuss disciplinary measures. Most boards can remove members at will. He/She did not heed the warning. your documents may or may not outline the hearing process. If not, follow Roberts Rules.
Document everything.
You can't have a brash, out of control board member speaking to Members. It gives the board a bad name.
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