4 years 0 quorums (FL)

I am the president of my HOA and have been for the past 4 years since the builder handed the board over to the residents. Unfortunately for the past 4 years we have not been able to do anything, including hold a new annual election, because the builder defined a quorum as 2/3 of the houses (300). The board continues to roll each year because we can't even hold a proper election. We joke that the only way out is to move or die but on a more serious note it has also prevented the board from doing its necessary business. We have held get out the vote campaigns, neighborhood carnivals, and just about everything we can thing of to get proxy voted but we can only muster around 10% of the residents which is a far cry from the 2/3 requirement. Ultimately our goal is to change the quorum rules to something reasonable but need a quorum to do that so we are stuck in a catch 22. Is there any advice on what I can do? I have read in other states about petitioning the courts to change the rules but can not find a similar statute in Florida that would allow us to do this. We have even thought of raising the monthly dues (Which we do have the power to do) to $10,000 per month just to get people to come out an complain or totally dissolve the corporation and try to start back up again. We are that desperate.

Jerry - if you are a community of individual homes (not condominiums)FL Statute 720 applies. Your quorum number for a members meeting is 30%

720.306 Meetings of members; voting and election procedures; amendments.—
(1) QUORUM; AMENDMENTS.—
(a) Unless a lower number is provided in the bylaws, the percentage of voting interests required to constitute a quorum at a meeting of the members shall be 30 percent of the total voting interests. Unless otherwise provided in this chapter or in the articles of incorporation or bylaws, decisions that require a vote of the members must be made by the concurrence of at least a majority of the voting interests present, in person or by proxy, at a meeting at which a quorum has been attained.

Consult an attorney about this. The bulk of American law is common law, not statutes, and is extremely difficult for the layman to research. More than likely, the courts will allow your association to lower the quorum to something reasonable.

In Fla. CAMs are discouraged from providing this and other information which may be determined to be 'practicing [law] without a license".

Read about it here:
https://www.floridabar.org/divcom/jn/jnnews01.nsf/8c9f13012b96736985256aa900624829/2f0f55449e86cf0985257a4f0052d0b2!OpenDocument

Interesting point of discussion here.

While Jerry is trying to get more owners to play a role (good for him), here we have the President of a BOD (and probably the whole BOD) that might not understand the law.

No wonder some have issues with their BOD's.

Jerry - I would also advise you to get the book "The law of Florida Homeowners Associations" by Peter Dunbar and Charles Dudley. They are lawyers, but the book is as a practical guide for anyone.
Be sure to get the latest edition. The last I knew there was an 8th edition, but there might be another one out. It is excellent. In the back there are sample forms for things like proxies, etc.

+1 There is a ninth addition 2012-2013. The authors explain HOAs in an easy to understand way while referencing Florida statutes and providing plenty of sample documents. I think it's like $11 on Amazon. My only complaint is that it doesn't come in a Kindle version.

Sorry for any confusion.

I was stating that we consulted our counsel. Not pursued any court order as it is not possible at this time. (In addition, I have the benefit of an 'in-law' relative who advised me personally of the same.)

We were advised that there is no relief under current FL. law to modify our docs. In this instance your membership MUST [vote to] make such changes unless/until the legislature would makes such changes for you.

Therefore no possible court order can modify our (your?) docs. with regards to quorums. (Yea, as our current contract remains intact!)

So, you must work within your community to make such changes. A good thing IMO.

You want others to decide for you?

Jay,

With all due respect to your in-law, I think you have been badly advised.

This is not an HOA issue. It is a matter of contract law. Your CC&R's are a contract. You and the rest of the owners in your development entered into a contract that contained impossible provisions.

Thanks Larry.

I do not think 30% of membership voting is an 'impossible provision'. It takes 50% +1 to recall a director and it happens all the time. So if the DESIRE is there it can/will happen.

I'm so reassured by an anonymous forum poster that at least two Florida licensed lawyers have given bad advice.

Please post a link to any case law you have that shows where a COURT ORDER has AMMENDED the the TERMS of any Florida, county-recorded, HOA document (contract) NOT in conflict with current laws.

Since this [apathy., etc.] is an issue in many HOAs there must be many documented cases of such none of which you have supplied.

(But I guess as a layman it will be difficult for you to find, Huh?)

Peter wrote:
"Thanks Larry.

I do not think 30% of membership voting is an 'impossible provision'. It takes 50% +1 to recall a director and it happens all the time. So if the DESIRE is there it can/will happen.

I'm so reassured by an anonymous forum poster that at least two Florida licensed lawyers have given bad advice.

Please post a link to any case law you have that shows where a COURT ORDER has AMMENDED the the TERMS of any Florida, county-recorded, HOA document (contract) NOT in conflict with current laws.

Since this [apathy., etc.] is an issue in many HOAs there must be many documented cases of such none of which you have supplied.

(But I guess as a layman it will be difficult for you to find, Huh?)"

Thanks Peter but I can make my own arguements .

Although I completely agree with you Peter, Larry has made some statements which have not been established:

" As a result of this provision, the individual parties are being denied the benefits of their bargain, namely that they be able to control their own association."

The majority is in control. Many just choose to not participate as they must be satisfied(i.e. no quorum). HO participation in association business cannot be mandated.

"It is not uncommon for parties to find themselves in a contract containing terms and conditions that they did not bargain for."

Well then they did not read the contract carefully... or at all. In fact the Fla. legislature made it easier by reducing the quorum requirement from 2/3, in the OP's case, to 30% (unless docs. say LOWER %).

"In this case, is there anyone who is going to argue in favor of keeping the 2/3 quorum requirement that prevents them from running their own association? "

Moot point as the statutes cap it at 30%.
The OP has now realized this but feels they cannot achieve that either.

" It is foolish to expect an attorney to answer any legal question without research just as it is foolish for an attorney to provide advice without research. If your attorney cannot provide you with a written opinion with citations to the statutes and cases relied on to form that opinion, his opinion is worthless. "

Not sure who hasn't done their research on this topic but my bet is our counsel has.

Per the rules of this forum, we are all anonymous or is PeterD3 your legal name? And just who are those anonymous "Florida licensed lawyers?" You seem to be rather hot under the collar because I challenged a couple of anonymous members of this forum who made unverifiable hearsay statements about advice allegedly received from unnamed persons who may or may not be members of the Florida State Bar and who may or may not have been responding to questions similar to that raise in this thread.


Case law is almost exclusively the published opinions issued by appellate courts. If the members of the HOA in this case were to seek reformation of their CC&R's in a trial court and no one opposed the reformation, there would be no appeal and no published opinion. The lack of case law in this regard is not proof that there is no remedy. It may be proof that no one has sought such relief or it may be proof relief was granted and no one appealed.

Both you and Jay argued that reformation is not available and that the law has no other remedy, either. The text that I quoted in my pevious post indicates that Florida courts will reform a written instrument under certain circumstances. While the quote dealt with mutual mistake in a contract, I would not interpret this snippet of law to be a full treatise on the subject of reformation. I quoted it only to establish that in Florida, as in the rest of the country, there is a legal remedy available.