Validity of HOA Board

Started by MarionM • 6 replies • 1549 views

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MarionM (Michigan)
Posts: 4

Posted:

Hello,
Background:
About five years ago, our developer turned over the HOA to the homeowners. At the meeting called for this purpose, one of the homeowners stated that 7 directors would be elected. A representative present from the management company hired by the developer stated that the Code of Regulations (Bylaws) allowed for the election of 3 Board of Trustee members. The same homeowner motioned for 7 directors, another homeowner seconded the motion, and the election took place.

Concern:
Our HOA Bylaws do state that there will be 3 elected Board of Trustee members and they in turn will choose Officers of the Association. The Bylaws can only be amended by a majority vote of 67% of the homeowners.

Questions:
1) Since the Bylaws were amended by a motion, rather than by a majority vote of 67% of the homeowners, is the Board valid?

2) If the Board is not valid, doesn’t that mean that all actions taken by the Board since its inception are unlawful?

Thank you!

SusanW1 (Michigan)
Posts: 5,202

Posted:

It sounds like the Developer's bylaws called for 3 electd board members, and at the first reorganization meeting, this was changed by motion to 7. Is that right?

MarionM (Michigan)
Posts: 4

Posted:

Yes,that's correct.

MarionM (Michigan)
Posts: 4

Posted:

Hi SusanW1. I never heard back after I answered your question. You lend a lot of excellent and informed information to this forum. Would you have anything further to add? The situation continues.

Would anyone else care to comment?

Thanks.

HeatherB3 (Florida)
Posts: 32

Posted:

There was no by-law change here.

The BOD and members can elect as many people as they deem needed. You can have 400 people on the BOD, its unrealist, but they can.

JanetB2 (Colorado)
Posts: 4,219

Posted:

Interesting ... when is your next elections?

The HOA had to function since the initial elections when it was changed to 7, the change while not necessary following the guidelines would not in essence violate anyone's property rights. Therefore, I would potentially believe everything conducted would be OK, but I am not an attorney. However, I would recommend either properly changing the By-Laws before the next election with required votes OR elect the number of directors as noted in the By-Laws to insure no future issues arise.

MarionM (Michigan)
Posts: 4

Posted:

Thank you. Elections are held every January.

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