Open Meetings Law in Virginia

I'll bet Tim knows the answer too! How many are on your Board, Mike? I believe that you are.

The Virginia Property Owners Association Act (POAA) specifies that all board meetings are to be open to the members. The exceptions are explicitly listed for which an executive session may be held. The act further states that "work sessions" or other informal gatherings are not to be used to circumvent the open meeting provisions.

I could provide the specific citations (as I am sure Tim can) but you will learn alot more by actually sitting down and studying the law that governs your association.

3 of 7 (or more) would not be a BOD Meeting here in SC but I do hope they wore sunscreen and/or disgruntled/uninformed owner protection.

Mike,

I refer you to § 55-510.1. Meetings of the board of directors which states:

"A. All meetings of the board of directors, including any subcommittee or other committee thereof, shall be open to all members of record. The board of directors shall not use work sessions or other informal gatherings of the board of directors to circumvent the open meeting requirements of this section. Minutes of the meetings of the board of directors shall be recorded and shall be available as provided in subsection B of § 55-510.

B. Notice of the time, date and place of each meeting of the board of directors or of any subcommittee or other committee thereof shall be published where it is reasonably calculated to be available to a majority of the lot owners.

C. The board of directors or any subcommittee or other committee thereof may convene in executive session to consider personnel matters; consult with legal counsel; discuss and consider contracts, pending or probable litigation and matters involving violations of the declaration or rules and regulations adopted pursuant thereto for which a member, his family members, tenants, guests or other invitees are responsible; or discuss and consider the personal liability of members to the association, upon the affirmative vote in an open meeting to assemble in executive session"

I also refer you to § 55-509. Definitions which specifies:

"Meeting" or "meetings" means the formal gathering of the board of directors where the business of the association is discussed or transacted.

Now the question is, did the gathering at the pool just happen and the talk turned to Association business or was it a planned meeting?

If it was planned - there should have been notices, etc.
If it was unplanned - they shouldn't have discussed Association business but in real life that does happen.

Aha, Tim. I see the distinction between VA's definition of a meeting of the board and CA's.

In CA, "Not all gatherings of directors are automatically deemed "meetings" of the board. Board meetings are defined by the Davis-Stirling Act as a gathering of a MAJORITY (my emph.) of directors at the same time and place to 'hear, discuss, or deliberate upon any item of business that is within the authority of the board.'" Civil Code §1363.05(k)(2)(A)."

Read more: Meeting Defined http://www.davis-stirling.com/MainIndex/MeetingDefined/tabid/1284/Default.aspx#ixzz20iOVubiA
from Davis-Stirling.com.

Maybe it gets down to VA's definition of meetings, which means "gathering of the Board." If less than a majority of directors gather, is it the "board of directors"? I remember when you had the vacancies on your board and so couldn't conduct business. So I'm thinking that in VA, "gathering of the board" does mean a gathering of a majority of directors.

So, I agree with your last two sentences, Tim, if indeed those 3 are a majority of the board. But I can honestly say that in our HOA, if a majority of our board (4) talks together, most likely at an HOA social event, and the talk strays to biz, one or more of us more of us would interject something like: "You know, that's interesting. Let's put it on the next meeting agenda."

We're really careful because past highly secretive & obnoxious boards made most decisions--even very routine ones-- in executive session.

Thanks to all - Especially Tim - You all rock.