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PeterD3 (Florida)
Posts: 708
Posted:
It is my understanding that the annual meeting is technically a 'members' meeting.

Is a quorum of the BoD required IN ADDITION to a quorum of voting interests, either in-person or by proxy, to make the meeting 'official'?

In the past few yaers we have had the BoD boycott the annual meeting (and not reschedule) in an attempt to circumvent the election process.

Thanks in advance.
DonnaS (Tennessee)
Posts: 5,671
Posted:

Peter,
The annual meeting is like you said, a members required meeting. Reading the Statute on annual meetings, you will see no reference to Board quorum requirements. You need a quorum of the members only. It is too bad that the Board/also members, do not want to attend thier own meeting. They are members first and get to be on the Board by the membership, which is who they also are.
PeterD3 (Florida)
Posts: 708
Posted:
Thanks Donna.

Let me throw out a hypothetical:

What if a few members gather the required minimum proxies (30%) to reach a quorum and are the only ones who show up (plus the PM)?

Could they just vote themselves in and be done?

What about the counting of ballots and other possibelr things which could jeopardize the validity of such a hypothetical outcome?
DonnaS (Tennessee)
Posts: 5,671
Posted:

Peter,

I might as well post your other question here as well.

Hypothetically, they could establish a quorum with the proxies. But would they have the entire total of all of the votes? Do your votes not go out in the mail? There would be returned votes if mailed so the most votes cast for a candidate will win the election, or even if they were all proxy votes. That is how the system works. Are all of the members boycotting this election? That would be plain old dumb to let a few people control the outcome of an election. At least get 2 people there to monitor the vote count.

Your other post asks about an agenda for the annual meeting.

from 720:306 (2) ANNUAL MEETING.—The association shall hold a meeting of its members annually for the transaction of any and all proper business at a time, date, and place stated in, or fixed in accordance with, the bylaws. The election of directors, if one is required to be held, must be held at, or in conjunction with, the annual meeting or as provided in the governing documents.
.
(4) CONTENT OF NOTICE.—Unless law or the governing documents require otherwise, notice of an annual meeting need not include a description of the purpose or purposes for which the meeting is called. Notice of a special meeting must include a description of the purpose or purposes for which the meeting is called. (NO AGENDA REQUIRED)

This is for Members meetings , OTHERWISE KNOWN AS THE ANNUAL MEETING

(5) NOTICE OF MEETINGS.—The bylaws shall provide for giving notice to members of all member meetings, and if they do not do so shall be deemed to provide the following: The association shall give all parcel owners and members actual notice of all membership meetings, which shall be mailed, delivered, or electronically transmitted to the members not less than 14 days prior to the meeting. Evidence of compliance with this 14-day notice shall be made by an affidavit executed by the person providing the notice and filed upon execution among the official records of the association. In addition to mailing, delivering, or electronically transmitting the notice of any meeting, the association may, by reasonable rule, adopt a procedure for conspicuously posting and repeatedly broadcasting the notice and the agenda on a closed-circuit cable television system serving the association. When broadcast notice is provided, the notice and agenda must be broadcast in a manner and for a sufficient continuous length of time so as to allow an average reader to observe the notice and read and comprehend the entire content of the notice and the agenda.
(6) 
PeterD3 (Florida)
Posts: 708
Posted:
Thanks again Donna.

Sorry, with regards to my 'other' question it was supposed to be regarding BoD meeting notices, I forgot to add that. As mentioned I have not found any reference to agendas being required.

As far as the hypothetical question:

Can't you gather votes at the same time as well as the proxy? (I see I need to learn ALOT more about this)

If not, then only those in attendance would be able to vote (assuming there are no mail-ins which has also been the case) so whether it 3, 5, or whatever wouldn't the 5 highest vote-getters become elected? (5 member BoD)
DonnaS (Tennessee)
Posts: 5,671
Posted:

Peter,

Regular or BOD meetings require a 48 hour notice and are to include agenda items That is Statute 720;303-(1)
"1. Notices of all board meetings must be posted in a conspicuous place in the community at least 48 hours in advance of a meeting, except in an emergency. In the alternative, if notice is not posted in a conspicuous place in the community, notice of each board meeting must be mailed or delivered to each member at least 7 days before the meeting, except in an emergency.

Yes, you may gather votes along with the Proxies but they must be in sealed envelopes and should not contain any identifying information on the inner envelope but must have valid identification as to who marked the ballot. 2 envelopes works with the owners name on the outer envelope, which is then marked off as having been received. The inner envelope contains the actual vote with no identification on it.

You must not ever allow a few people control any elections by the fact that other members don't show up or care what happens. Never, ever.

And YES, who ever gets the most votes, wins. That is the easiest part. Good Luck and get them out to vote.
PeterD3 (Florida)
Posts: 708
Posted:
Donna,

So if the votes are sealed then they cannot be used for floor nominated members?
(still have holes in my overall understanding)

Also, with all due respect... the statute regarding meeting notice you cited seems silent on the agenda. That is the 'excuse' I hear when asking why it is not there.

Maybe it is implied by as to what actually is contained in or constitues a 'notice', but again agenda is not mentioned explicitly.
DonnaS (Tennessee)
Posts: 5,671
Posted:

Peter,

In 303, it says "b) Members have the right to attend all meetings of the board and to speak on any matter placed on the ""AGENDA"" . Perhaps there is no agenda requirement but as you said, it might be implied or assumed in this paragraph?

If votes are sealed, then they would not be able to vote for the floor nominations. I have always disliked Floor Nominations, especially if there are associations that are not good at showing up for meetings but then rear their ugly heads at an election. Usually, these floor nominations are with personal agendas and become more work for those trying to handle the work involved withan election. We did away with floor nominations at the first chance that we could thru an amendment.
PeterD3 (Florida)
Posts: 708
Posted:
OK, fair enough.

Once more regarding pre-meeting ballot collection and despite your personal feelings about such... if the collector was to have the ballot owner 'write-in' his or her name (again the collector) would that be counted as a legit vote?
DonnaS (Tennessee)
Posts: 5,671
Posted:

You mean the owner would write in his own name? That would be a legit vote if you ballots allow for write ins. Pretty lame tho unless that owner has waged a secret campaign and would pull a Harry Truman upset.
BruceF1 (Connecticut)
Posts: 2,535
Posted:
Donna,

I think
BruceF1 (Connecticut)
Posts: 2,535
Posted:
Donna,

Darn! I wish there was a way to edit these posts. I hit "submit" instead of "cancel"

Anyway, what I was going to say was that I think Peter was stating that the person collecting the proxies was going around asking people to write in the collector's name.

I guess that would be legit. I suppose it's not much different than the candidates in our local municipal election going from door-to-door introducing themselves and asking residents to vote for them.

I don't think I would do it.
DonnaS (Tennessee)
Posts: 5,671
Posted:

Bruce,

I hesitated over who's name was being put on the ballots. Petah, Petah, wherest tho with the answer?
PeterD3 (Florida)
Posts: 708
Posted:
Sorry for keeping you in suspense.

I meant that the proxy/ballot collector would ask that the proxy/ballot owner would vote for up to 4 candidates plus the collector at the time of collection.

This may sound deceptive or whatever Donna eluded to but last year the PM told BoD members not to go to the Annual meet. so it would not be official. This is SOOOOO wrong but it did happen as my next-door neighbor (secretary) was told this, opposed it, and as I witnessed, was the only BoD member to attend. We fell short by about 3 proxies/members/etc. to have an official meeting. Trying to prevent a similar situation this winter.

I could never be able to type all the crazy stuff that has happened in the past so I need to know ways to LEGALLY prevent the meeting from being 'prevented' this year and get at least one new BoD member on to try and 'turn this ship around'.
DonnaS (Tennessee)
Posts: 5,671
Posted:

Geeeeeeez, A P.M. telling Officers not to go to a meeting? My first job as a newly elected Board member would be to get rid of her. Holy Cow! That would be grounds for suspension of her license.

Peter, this is a members meeting so you need to round up all of the stray members or get their proxies. Get a small, active group of members together and make a plan to get door to door and retreive the ballots once they are out. Do you have a newsletter or website that a member can post information about the meeting's importance? The members need to rally together and as you said, "turn this ship around"

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