Special Meeting/Voting Question

Our condo association comes under the regulations of Connecticut but I imagine the rules in other states are similar in many respects - and so that will be my assumption for this question - also this is a situation where unit owners representing 20% of the total number are requesting the special meeting - 20% is a regulatory type required number in Connecticut.

our State amended condo regs effective last July only require that a special meeting notice describe the general nature of a proposed bylaw change - if there's a quorum present at the meeting and they vote for the bylaw change can someone then motion to take a vote "by hands" for the effective date of the change ?

or would you need another subsequent meeting to set the effective date of the bylaw change?

Ct did make some sweeping changes to the Common Interest Ownership Act, effective 7/1/2010 and yes 20% of the unit owners may request a special meeting.

I think I understand you to say the reason for the meeting is that the unit owners wish to propose changes to the by-laws. The key word here is propose

changes. As far as voting on these changes the unit owners must be notified at least 10 days in advance of the meeting and also have in their hands the exact text of the proposed changes. It then requires a 67% vote. Don't use hand votes. Those votes will not hold up if you are challenged. Also, mortgage holders must be notified and they have 45 days to respond to any amendments. That requires a 51% affirmative vote. Consent is deemed granted after 45 days of receipt by those mortgage holders unless you hear otherwise.

I believe by-laws must also be recorded in the town land records and once recorded the change becomes effective.

I hope Bruce from Ct. chimes in. He seems to have a good handle on the changes.

It's becoming much more difficult for volunteers to operate within the law and for a small association the billable hours of seeking legal help are becoming prohibitive.

Good luck!

P.S.

I'm assuming you are no longer under Declarant control.

in response to HelenN , amended section 47-250(a)(3) requires that the meeting notice shall include " a statement of the general nature of any proposed amendment to the declaration or bylaws" & then I believe a majority vote to approve.

Section 47-252(a) as amended says that unit owners may vote at a meeting "in person" - to me this could mean "hands" or ballot - it's not clear.

since the notice is only required to provide the general nature of the amendment, can the effective date of the amendment be addressed by motion & vote at that same meeting ? or does it require a separate meeting ? that's my question .

for this discussion I'm not concerned about mortgage holders or town recording .

Donald

I'm not sure how these directors came to be on your board but it seems to me that if they have fallen out of favor with the membership they could be recalled. (see 47-261d of the ct. statues)

I know this is not the answer to your specific questions but restricting the qualifications of a directorship to residents(does that include renters?) may come back to haunt you in the future.

Helene

responding to HeleneN,

right now only owners can be on the Board , we want to amend so that only owners who also reside can be on the Board .

renters cannot be on the Board .

but your point is good - we have so much disinterest and apathy towards involvement in our small community in general that restricting the requirements for Board membership could come back to bite us .

DonaldN,

Here is the link you asked for. The pdf Document is 274 pages with numbered pages 1-267. Read the first 6 pages or so to get an understanding of how the UCIOA “came to be”, and how it relates to various State Statutes.

http://www.law.upenn.edu/bll/archives/ulc/ucioa/2008final.pdf

The comment I posted from the UCIOA (UNIFORM COMMON INTEREST OWNERSHIP ACT), 2008 version (the latest) can be found in its entirety on numbered page 160 and reads:

3. Subsection (a)(3) continues to detail the procedures and minimum content of the notice sent to unit owners. Importantly, the notice must contain “a statement of the general nature of any proposed amendment to the declaration or bylaws,” rather than containing the precise text of any proposed amendment. Thus, the unit owners are entitled to make germane amendments to whatever text is proposed at the meeting; they are not bound to a “yes” or “no” vote on text fixed in that notice.
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There is also another related document the UCIOBORA (UNIFORM COMMON INTEREST OWNERS BILL OF RIGHTS ACT)

http://www.law.upenn.edu/bll/archives/ulc/ucio_bor/2008final.pdf

This is a shorter document, 54 pages, and there is a similar comment on page numbered 24 which reads:

4. Subsection (c) details the procedures and minimum content of the notice sent to unit owners. Importantly, the notice must contain “a statement of the general nature of any proposed amendment to the declaration or bylaws,” rather than containing the precise text of any proposed amendment. Thus, the unit owners are entitled to make germane amendments to whatever text is proposed at the meeting; they are not bound to a “yes” or “no” vote on text fixed in that notice.
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Commenting on your response to HeleneN,- I assume you believe that the amendment as written will pass. If you need to compromise – you might consider something like: all shall be residents, except for one that need not be a resident.

In asking about whether or not a second motion is required – are you thinking that the amendment would be approved so long as the July effective date is not specified, but that it would not be approved if the specific July date was part of the amendment?

In other words is there a reason for the second motion, other than procedural?

You wrote – voting at a meeting – are there proxy votes (general or directed) involved?

Donald

By what authority does the membership have to change the by-laws? Certainly 20% can call for a special meeting and bring pressure on the existing board to change the by-laws or ask that a committee be appointed to draft a new set of by-laws. That committee still reports to the board and if the existing board does not want to make changes it will never get out of committee. If the board gives it an o.k. the draft should be sent to the unit owners, the proper date set for a meeting to vote on it and then the membership can approve or reject. And yes,any mortgage holders need to be notified. And yes, it needs to be recorded. Are you an incorporated assoc.?

Look at the process of a recall. I think that's your only legal avenue. And I hope that the membership can come up with candidates to fill the unexpired terms. I believe the other avenue you can take is to ask for the resignation of those you want off the board. You may or may not get it.

I'm not a lawyer but changing by-laws is involved and shouldn't happen at a special meeting without a lot of ground work by a dedicated group of people. Suppposedly that's why you have a board of directors.

Sounds like you are part of the 20% and I applaud you for seeing the need for change. If apathy prevails, it's going to take people like you to work for change. It won't happen overnight.

I'm on the board of a small association and understand the problems. A lot of grumbling takes place but as soon as you ask someone to run for the board or serve on a committee they can't or won't.

Good luck and please keep us posted.

H

JohnC46,

the rules in CT may be different than SC - here 20% of unit owners can request a special meeting for the sole purpose of voting on a proposed change to the bylaws - and then you need a majority of those present plus the proxies in order to adopt the bylaw change .

without this particular rule you could conceivably have a Board that ignores public sentiment .

I'm hoping that EllieD will respond with some thoughts on the procedurals steps necessary to get approval of expanding a general amendment to include specific wording like effective dates, etc.

in CT we only need 20% to request a meeting - if the meeting involves a vote to decide a proposed bylaw change then all owners are notified (100%) & made aware of the proposal, meeting date, etc. , proxy voting is available to those who can't attend.

and so all unit owners have the opportunity to vote - if the majority of those who vote are in favor of the change then it happens.

the more important question that I had originally on this forum & which is not addressed in our regulations is what happens if after the proposed bylaw change is accepted you want to have a discussion and fine tune the amendment , say for example you want to put an effective date on it , how would that be accomplished ? a quorum is achieved if 20% show up and then I think it would just be a motion and a hand vote , but I'm not sure ??

yes, correct
requesting & voting are different - we needed & have 20% of total to request - a quorum is also 20% & in our case 3<< 20% - no dice .
what's a "cluster kiss" ?
we could do signed ballots at the meeting to decide effective date A or B if push came to shove - bring on the attorney - he'd lose & pay big - going to law school doesn't necessarily assure you of a lock on the logic market & many other people are very capable of reading condo regulations.