Prop Mgr Sent out Annual HOA Mtg Agenda Without Board Approval -- legal?

Started by SamE1 • 6 replies • 1527 views

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SamE1 (California)
Posts: 32

Posted:

Our Property Manager sent out to all condo owners the formal annual HOA Agenda for our upcoming meeting -- without Board approval. One of the three of us Board members had submitted several agenda items without CCing the other two on his email to the Property Manger (therefore we had no idea what items were submitted). Our property manager received the agenda suggested items from one Board member, never sent it back to the other two Board members (myself and another gentleman) for approval or informational needs...and then send out the formal agenda to all home owners without either of the other two Board members knowledge/approval. Is this within her rights? Don't the other two Board members need to approve the agenda or at least be aware of what is on it before it is sent out to the home owners?

This is for a building in Southern California.

BruceF1 (Connecticut)
Posts: 2,535

Posted:

SamE,

Well, that depends.

First, was it illegal for the PM to send out the agenda without board approval? Most likely, no. Improper, stupid, maybe.

Who was this other board member who provided the agenda? Was it the president? Some HOA bylaws allow the president to set the agenda. It doesn't require board approval.

However, it has been my experience in a board that works together that the president recommends an agenda to the rest of the board and the board establishes and agrees on the agenda. Some annual agendas are established in the bylaws. Not all HOAs work the same way.

TimB4 (Tennessee)
Posts: 21,059

Posted:

Sam,

Was the property manager aware that the items were not approved by the whole board?

Per Davis-Stirling.com Setting the Agenda page,
"When it comes to setting board meeting agendas, all directors have a right to bring business before the board. Except for decisions previously made by the board, the president cannot choke off the board's business by refusing to list matters on the agenda."

Therefore, it's likely that the agenda does not require a board approval.

Rather than having an issue with the Property manager, who was likely working under a deadline for notice requirements, you should address the issue of the Director who refused to include all other directors in the process.

GlenL (Ohio)
Posts: 5,491

Posted:

Sam, since you are in California, this is from davis-stirling.com:

Setting the Agenda
QUESTION: Who sets the agenda for board meetings? I'm concerned the board president may prevent discussion of needed items by refusing to put them on the agenda.

ANSWER: When it comes to setting board meeting agendas, all directors have a right to bring business before the board. Except for decisions previously made by the board, the president cannot choke off the board's business by refusing to list matters on the agenda.

Motion to Add Agenda Item. Under Robert's Rules of Order, the chair of a meeting cannot refuse a to put a motion to the body provided the motion is in order at the time. For an order to not be in order, it must be in violation of law or the bylaws. If a chair abuses his authority and refuses to put to a vote a motion to include an action item on the next meeting's agenda, any director can make the motion and put the motion to vote without the chair. (Robert's Rules, 11th ed., p. 650-651.) If the motion is adopted by a majority of directors, that motion must appear on the next agenda.

Abuse of Authority. If a chair abuses his authority, he can be censured or removed.

Notice this deals with Board meetings not Annual meetings but the theory would be the same. To prevent this in the future the Board should review ALL mailings before they are sent. Just out of curiosity what type of items were added because other than electing Board members and changing the CC&R's, members have very little direct control over the day to day operations of the HOA.

Studies show that 5 out of 4 people have problems with fractions

SamE1 (California)
Posts: 32

Posted:

Thanks for the reply. The other Board member who submitted the agenda items was NOT the President -- just one of three Board members. We are all equal - we do not have a President etc.

BrianB (California)
Posts: 2,820

Posted:

Quote:

Posted By SamE1 on 06/27/2012 8:47 AM
Thanks for the reply. The other Board member who submitted the agenda items was NOT the President -- just one of three Board members. We are all equal - we do not have a President etc.

without a president, officers, etc., how do you manage the HOA? Who runs the meetings? Who records them?

CarolR11 (Colorado)
Posts: 2,563

Posted:

My question's the same as Brian's. I'll add: What do your bylaws say about officers?

Normally, for an annual meeting, the agenda would be primarily about the election. So why would there even be "several agenda items"?

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