Posted:
Cheryl,
Take my advice: Step back from all of this, take 10 deep breaths, go to the nearest beautiful spot and just sit for a few hours to clear your mind.
You are up against a chronic problem in collective communities: entrenchment of the board. To be fair, it's never just the board members' doing when this happens - it is a combination of the democratic process and member apathy that leads to this. And when you have a chronic entrenchment problem, you are not going to "fix" it by frantically firing away solo, and you aren't going to win without a long-term strategy. If you are hoping someone here can provide you with a magic bullet, it's not going to happen.
After you go and settle your mind at the nearest park, come back and reread this.
There are two types of meetings, and this entire thread has confused them. You must separate them in order to form a useful strategy.
Meeting Type 1: Board meeting. The rules for these vary from state to state, but a board meeting is just what its name implies: a meeting of the members of the board of directors. Your bylaws will define the number of directors the comprise the board, and the number of officers who serve on the board. Your bylaws will also state the number of directors that must be in attendance at a board meeting (quorum) in order to convene the meeting. It's usually one more than half, so if you have 9 directors, it would mean 5 members would make a quorum, but read your bylaws to make sure. Typically, board meetings are held periodically, commonly they are monthly or quarterly. No matter what state you live in, if a quorum of the directors is not in attendance, THERE CAN BE NO MEETING, AND NO BUSINESS CAN BE DONE, NO DECISIONS MADE, NO VOTES TAKEN!
Do you understand what I'm saying? If there is not a quorum of directors (as defined by your bylaws or state statute, if your bylaws are silent on this) in attendance at a board meeting, NOTHING THE BOARD MEMBERS DECIDE AT THE MEETING IS LEGAL, BINDING OR VALID! They may sit at a table and go through the motions of conducting a meeting, and may think they are conducting official business, but they aren't, and if you and the rest of the homeowners let them get away with it, then you are all willingly giving up the right to govern yourselves.
Meeting Type 2: Meeting of the members. Most Associations have an annual membership meeting, at which new directors are elected, and ballot items that require a vote of the membership are decided. A MEETING OF THE MEMBERS IS NOT A BOARD MEETING! The president of the association usually presides over the meeting, but it's just a formality. A quorum of board members is not required for the annual meeting, because it is a meeting of all of the members of the Association - not a meeting of the board. In order to convene a membership meeting, there must be a quorum of members of the Association present, either in person, via proxy, or even via speaker phone or Internet technology such as Skype (your bylaws and state statutes describe what is permissible.)
A quorum of members of the Association is defined in your bylaws, but it could be as low as 20%, or as high as 60 or 75%, depending on your bylaws and your state statutes. Let's say you have 500 units in your Association, and typically one "member" vote per unit, and a quorum is defined by your bylaws as 250. That means 250 people have to be present at your membership meeting, either by mail-in ballot, proxy, in person, teleconference, Internet, etc. - whatever your bylaws and state statute require or allow. What it would boil down to in your case, assuming the above to be the case, is that 250 valid votes would be required to establish a quorum for your membership meeting, and a majority of those votes would be required in order for a director to be elected, or a ballot item to pass. Without a quorum of the membership, NO ELECTION CAN TAKE PLACE, AND NO BALLOT ITEMS CAN PASS! No matter what anybody there might say, without a quorum, no meeting can convene, and without convening the meeting, no business of the membership can be conducted. If no quorum is present, most bylaws provide for a second meeting to be scheduled, usually 10 - 30 days in the future, with a lower number of members constituting a quorum.
I hope you understand this better now. Become an expert on your governing documents and your state statutes, and develop a strategy to break the entrenchment. You can petition the board to hold a special meeting of the membership for the purpose of removing one or more board members, but if you don't want your names to be known by all, wait until the next election and vote the bums out. Drop short, anonymous, well-written flyers in front of every door in the dead of night if you must, but that's often what it takes to regain control of your community. Fair government in a democracy must be won - it is not a God-given right. You must take it, or lose it.
Rob
