Procedural meeting for BOD to discuss language Change in Restrictions

Started by DaveC6 • 8 replies • 1432 views

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DaveC6 (Wisconsin)
Posts: 76

Posted:

Our CCR's require a notice before any BOD/ meeting. In the past, there have been informal meetings to discuss issues at local restaurants.

Now the BOD wants to meet informally to discuss possibly language change to our restriction regarding boat/rv parking. While no vote will take place, it occurred to me that this meeting could be considered illegal because of no notice given. (we were going to meet at a BOD's home)

Would we be better off assigning the task of developing new boat/rv storage language to a committee, say 2 board members, (3 is a quorum)or assign task to committee of homeowners, to draft the new language, run it by the lawyers, offer the language up for discussion at our next scheduled meeting with the board ultimately voting to place the changes up for community approval/vote?

We typically meet quarterly and are a small community, 132 homes. What is the best way to get this ball rolling? We know we have a real hot issue regarding boat/rv parking. All we want to do as a board is to prepare possible new language for boat/rv parking and place it on a community ballot for up or down.

Appreciate the help. Running a board as a HOA President is all new to me. I just know I don't want the BOD to operate outside of the law and best practices.

SusanW1 (Michigan)
Posts: 5,202

Posted:

We established a bylaw committee which met over 9 months and went over all the wording and made suggested revisions. Those meetings were regular and announced to the general membership, but no one ever came.

The suggested revisions were presented to the board who then offered input and slight changes, and then they gave the new version its "blessing.'

We then held 2 - 3 nights where anyone who wanted to hear the new revisions and get questions asked could come. About 10 people showed up each night. Slight revisions were made.

That version went back to the board.

Then it was put on the agenda at the Annual Meeting. Each section passed with no problem.

NOTE: we did not have any controversial issues or membership dues increase (dues amounts are stated in the bylaws) so I feel that was another reason why the changes went to smoothly.

SusanW1 (Michigan)
Posts: 5,202

Posted:

Ps -the bylaw committee consisted of 2 board members and 3 resident members.

DaveC6 (Wisconsin)
Posts: 76

Posted:

We have a bylaws committee, well kind of,

one member now. We can certainly assign another BOD to the committee and seek volunteers to sit on this committee. I have an email into our lawyer for clarification on the meeting but you bring up another point, are our committees required to post meeting notices as well to the community members? I assumed that if the committees were reporting their findings to the BOD at our normal meetings, we would be in compliance!

I am being a little anal here but want to make sure we start acting in a pro like manner going forward.

LarryB13 (Arizona)
Posts: 4,099

Posted:

Dave:

I can't think of a better way to earn the contempt of all your owners than to hold a secret board meeting. The fact that some think parking is a hot-button issue is not a very good justification for excluding the owners from the process.

Would it just kill the board to hold an open meeting to discuss the proposed rule changes? The board could appoint a committe of homeowners to propose the wording of the changes and set a timetable for voting and implementing the changes.

This would be a good time to end having those "informal meetings to discuss issues at local restaurants." By your own description, these are being held in direct violation of your CC&R's. Why should those who willingly violate the CC&R's be permitted to govern? Makes me wonder what else your BOD is sneaking under the table.

MichaelG18 (Washington)
Posts: 9

Posted:

Any meeting of the board of directors has rules governing it. You can't just informally meet to discuss business, even if no votes are taken, without giving proper notice.

Creating a committee is a good way to have the leg work done without the formality of a board meeting. Committee meetings do not have to post minutes, all they do is work as a committee and make recommendations to the board, for the most part. (exception being your Architecture Control Committee or equivalent which may have decision making authority). Be sure to check your governing documents to be sure you pass the proper resolution as required to formalize the committee if it isn't already a standing committee established by the your governing documents.

Agree with the above poster, even though you think it innocent enough, private board meetings are a sure way to make your community distrust you. It may still be OK to hold these meetings at a board member home, but make sure you indicate that the homeowners are allowed to attend if they desire. One practice which I like in that case is to ask for an "RSVP" to be sent indicating any who wish to attend, so the homeowner who's house it is at can be prepared for the crowd.

TimB4 (Tennessee)
Posts: 21,062

Posted:

Quote:

Posted By MichaelG18 on 04/11/2012 4:04 PM

Committee meetings do not have to post minutes, all they do is work as a committee and make recommendations to the board, for the most part.

This may vary from State to State so check your State laws to make sure the committee is in compliance.

For VA, notice and minutes are required for any committee meetings as well as board meetings.

JeanI (Louisiana)
Posts: 112

Posted:

What are you trying to change, the Bylaws or Covenants? There should be language in both documents stating the requirements for changing each document. Our covenants and restrictions run with the land and do so for a 25year period. Changing that document is a hassle because we have a different set of Covenants and Restrictions for every Filing. thus they have to be changed filing by filing because they attach to the deed of every owner in each Filing. We have not attempted this costly project. JI

DaveC6 (Wisconsin)
Posts: 76

Posted:

Changing a restriction. It requires a simple majority of homeowners.

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