HOA barring member from running for board

HOA (in Arizona) has put in bylaws that anyone removed from the board (by a vote) cannot run for the board again for 5 years. Is this legal according to Arizona/Federal Laws? There are approx. 200 homes in our community.

Also - the board changed the bylaws by a vote of just the board members. I believe, in the state of Arizona, that the bylaws can only be changed by a vote of the members of the association and has to have so many "yah" votes from the members.

Yes - I am aware of arizona's statutes. There is nothing specific to HOA's for bylaws - just for non profit corporations and bylaws. I am not sure if this non profit statute applies to HOA's. That is where I'm a bit confused. Here is what I found under non profit corporation bylaw amendment:

10-11020. Amendment by board of directors

A. If a corporation has no members, its board of directors may adopt one or more amendments to the corporation's bylaws. ****OUR CORPORATION HAS 200 MEMBERS so it appears there must have to be a vote.

B. The adoption of an amendment pursuant to this section shall require the approval in writing by any person or persons whose approval is required pursuant to section 10-11030.

I doubt if any state statute would deal with such a specific board membership qualifications.

Usually any Member in good standing can run for the board. Just because he/she has been removed, it does not prevent them from running again. But hopefully, you have a wise Membership who can decide for themselves.

If any candidate complains or makes it an issue, the board may have a hard time justifying its vetting procedures for candidates.

RS5,

Typically Associations are incorporated. Most are incorporated as non-profits. Therefore, if your association is incorporated they would have to follow the applicable corporation laws of the State they are incorporated in.

To identify all of this, you would need to check and see if your Association has Articles of Incorporation (the paperwork creating the corporation) as part of their governing documents. If they do, the Articles would identify the State and type of corporation they are.

To identify if the bylaws can be amended by the Board alone or if they require the entire membership, you should first check the bylaws to see what requirements are needed to amend them. You should then check the applicable section of corporate law (I would expect this to be AZ Non-Profit Corporate law). A quick review of AZ corporate laws shows that they defer to the governing documents of the corporation on who may amend the bylaws. If the governing documents do not specify then the law allows the Board or the members to amend them.

Another review of AZ Corporate law gives the right for the Association to create requirements to serve as director. It also identifies that these qualifications are in addition to any identified in the law. I did not see anything in AZ HOA laws that contradicted the Associations right to make qualifications.

Therefore, on the surface, it appears that your Boards actions were in keeping with the law.

I suspect that Board is speculating that any board member who did something outrageous enough to be recalled by the membership won't change their ways or the memberships perception of them overnight. Therefore, by creating this requirement, the Board is allowing a time frame for emotions to settle down and the individual to learn from the experience before volunteering for a board position again. This qualification would also prevent issues from rising if the Board chose to appoint the individual who was recalled to an empty seat on the board, as the qualification requirement prevents this from happening.

At least that's my opinion.

May I ask, is it the actual qualification requirement that is causing your concern or the fact that the law allows the Board to change the Bylaws without membership approval?

If you wish to correct either one, solicit signatures from owners so a special meeting is called by the membership to consider amending the bylaws requiring that any amendment must be approved by 51% of the votes cast by the membership in attendance at a meeting.

Since the law (if applicable) defers to the Governing documents, this would prevent future Boards from making changes without membership approval.

Tim

In CT bylaws can only be amended by a vote of the entire membership at a meeting for which notice has been given of this action and in which a quorum has participated.

We currently are trying to get the CT law to incorporate term limits--3 years on and one year off, because so many boards are dominated by people who refuse to allow anyone else an opportunity to participate. (That certainly has been the case with my board. The husband and wife of one unit dominated the board for 20 years.)