Unethical or illegal?

I am one of five directors on a five-person HOA board in FL. At the end of our early-January meeting we agreed to take no action on a motion and allow the new board - which will have three new directors elected at our February meeting - to handle the issue, an issue that involves meeting with representatives from another board and the appointment of two people to represent us at this meeting.

Two weeks after our January meeting one of the directors made a motion, by email, that we address the issue immediately and appoint two people to represent us at the meeting. The motion was seconded and passed, since a third director voted to pass it. I objected vehemently, saying that I considered making the motion to be unethical, if not an illegal email vote on an issue that had no sense of urgency, an issue we agreed to take no action on. The fifth director, the board president, was in the hospital when all of this was going on and did not vote until the night before the meeting, planned without our input, took place.

The three directors - two of them who are leaving office in a week - who voted to have the meeting appointed themselves to attend the meeting, but never all of them at the same time to avoid having a quorum. When I asked where and when the meeting would take place, I was ignored and found out after the fact that it occurred, as did the board president. I've sent them many opinions and spent the better part of the last week trying to show them why their actions were wrong, but they just don't care, if they get it at all.

Aside from the sneaky, underhanded , deceitful and cowardly behavior on the part of three members of my board, were we in violation of any sunshine laws, open meeting laws or breaking any other rules or regulations pertaining to HOA meetings?

What recourse do we have when a majority of a board has no moral compass?

I just checked and my by-laws say nothing about this.

Other opinions?

To me it's not so much what the issue is rather than they we're breaking promises to our members, possibly breaking the law by having email meetings, and pushing through actions that we already agreed to set aside for the next board. It's about keeping two dissenting directors, including the president, in the dark about association matters. I do pick my battles and for me, this is one worth fighting because to not do so will set a bad precedent.

Pamela:

I trying to understand the issue you have.

These Board members held somewhat of a straw poll to see who might be appointed to attend this meeting with another property's Board. And just what would be the purpose of this meeting? Is it possible they would be required to speak for or represent the wishes of your Board? Or are they set to simply attend?

If they have worked to arrange their being appointed to this meeting just what might be their motivation? Is there something in it for them? Is this a position you had planned to seek?

And why in your opinion would they vote to table this matter and then try to render a decision amongst themselves.

It is difficult to get a clear picture of the situation with the details you have provided thus far.

And IF these three seem to have made a decision on the matter and only your vote and that of the Presdient remain if their voting block holds up what is it you hope to accomplish. It will still be 3-2 in favor.

So even if they were to hold a actual vote what would happen differently?

Is it the results of the vote or the process that has you most concerned?

We didn't hold a straw poll, we took an actual vote by email two weeks after telling our members we were going to leave the resolution of the issue to the new board that will be elected next week.

Our community of about 200 homes is actually two communities living under a court-ordered agreement to coexist peacefully after years of dissension over various issues. This judgement was handed down just two years ago and this small group wants to revise it, something that many residents are against after only two years.

I had no interest in being one of the people to be appointed to the committee to go to this meeting, but wouldn't have selected the two men who were appointed as they'll both be off my board by next week. There are people in the community who would have been as qualified but the entire thing seemed to be done in secret with the three board members voting on the resolution appointing themselves to attend.

If the vote was held after the next board was seated the results might be different, if it passed the representatives might be different and I wouldn't have the sense that we misled our membership.

It was the process far more than the results of the vote that have me disturbed. I feel like we violated FL open meeting laws by doing this the way we did and have thumbed our noses at community opinion.

That's about it, Daniel. Ignorance seems to be the operative word, with a little willfulness thrown in.

I discovered last night that we do not have a board attorney and any director who wishes to consult one must pay for it themselves. They had one but decided that it was a waste of money. Things grow more and more unbelievable.

On what do you base that decision, knowing nothing about them? I think you're really overstepping your bounds here.

All we wanted to talk to an attorney about was whether revising a court-ordered agreement was legal but the ones who appointed themselves disagreed with the request.

it depends on how you define unethical.. moral is a complicated thing. In my opinion the law is on your site but what about your heart?