Can HOA company request to the board a copy of minute

Started by LisaL10 • 9 replies • 1446 views

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LisaL10 (California)
Posts: 21

Posted:

We had an executive session last week. We told them we would have a meeting and they could not attend the meeting. I have three questions.

1. Now they has asked the board to provide a copy of minute for the session. I think we could if we want, but are we obligated to provide it to them?

2. Also, we might go thru the claim. The managment company has told us that that management company is supposed to contact the lawyer regarding us wanting to move forward with the claim. Do we need to contact the lawywer thru management company?

I was surprised by " is supposed to"

3. Should HOA company provide the board with the homeowners contact list? They never provided them to the board although we requestd it several times since they managed our community.

FYI, we are thinking very seriouly to change a hoa company soon.

Thanks.

LarryB13 (Arizona)
Posts: 4,099

Posted:

Lisa,

In the last few weeks you have posted a number of issues with your management company. Let me clarify the issue for you:
Board of Directors = Boss
Management Company = Employee
Boss tells Employee what to do.

In answer to your questions:

1. You are not obligated to provide minutes of an executive session to your management company.

2. Your board should obtain its own legal counsel. You have no obligation to seek counsel through the management company.

3. The homeowners contact list is your association's property as are all the other records maintained for you by the management company. Go get them.

"FYI, we are thinking very seriouly to change a hoa company soon."

Your current management company "Employee" is walking all over your board of directors "Boss." How long would you keep your job if you walked all over your boss? Get your records from them, fire them, find another management company.

CarolR11 (Colorado)
Posts: 2,563

Posted:

By law in CA, ANY HOA Member (Owner) may have a copy of the names and addresses of all Owners. So certainly the Board can have that list!! This also probably is in your bylaws. Read them!

Larry's probably right on all topics, but READ your contract with your current Management Company (MC) for heaven's sakes! What does it say about terminating them? How much notice must you give them? What are they required to turn over to you? Within how much time??

Does the contract say that only the MC may contact the attorney?? Most say that a designated director, usually the president, may contact the attorney.

Once again, I urge you to visit davis-stirling.com and scroll down their Main Index to the various topics you've brought up.

LisaL10 (California)
Posts: 21

Posted:

thanks Larry,

I sort of know anwers to the questions however, there is one board memeber contacted by hoa management company recently asking a copy of minute and stating about claim process.

We have a legal counsel that the board chose, but HOA management wants to contact the lawyer directly, instead of us contating the lawyer directly. Hoa managemet company told the board member(she recently joined)that HOA manangement company is supposed to contact them directly in other words they will contact the lawyer by email or phone as a middlman. The hoa managment company want to know what the board discuss.

That's what hoa managment company told one of the board memember by email, not all board.

She does not have experience on the board. She is wondering whether we need to have hoa management company to take care of this. Once she received that email from the hoa company, she is wanting we should do what hoa managment company said.

Based on my experience a couple of years with current hoa company, I know they take advantage of us and controlling us.

It's not only because they charge us on the legal claim hours but also, I personally do not have any trust and confidence on them.

I want to show these replies to the board member.

LarryB13 (Arizona)
Posts: 4,099

Posted:

As a legal entity, the association has the right to seek its own legal counsel. I cannot imagine a circumstance where a court would uphold a contract that requires the association to seek legal advice only through the management company.

I got the impression that the management company wants to control access to legal advice in part so that they may profit from marking up the lawyer's fees and maybe to be certain that the board is not seeking advice on firing the management company. Marking up legal fees may be a violation of legal ethics. I do not know about California, but in AZ I would find myself before a judge very quickly to explain why I (a non-lawyer) am charging anyone for legal advice. Also, an attorney who would knowingly give advice through an intermediary is likely violating ethical rules of conduct as he has a lawyer-client relationship with one party but not the other.

Fear of being terminated may also be why the management company wants the minutes from the executive session. They want to be sure that their performance was not being questioned.

DavidW5 (North Carolina)
Posts: 565

Posted:

Lisa,

As to your question on minutes of the executive session:

The minutes of the executive session should be VERY simple, such as -

The board convened in executive session at X:XX am/pm for the purpose of discussing XXXXXXXXXX. The meeting adjourned at X:XX am/pm.

Signed: Board Secretary

No votes can take place in executive session, only discussion, and meeting minutes should only contain a record of the actions taken. Any votes must be made when the board reconvenes in regular session.

Therefore, the management company is not going to learn much from properly written minutes of an executive session.

As others here have pointed out, your board needs to put the management company in its place - the board is the boss than they work for and take direction from, the board.

BradP (Kansas)
Posts: 2,640

Posted:

Quote:

Posted By LisaL10 on 11/05/2012 5:16 PM
We had an executive session last week. We told them we would have a meeting and they could not attend the meeting. I have three questions.

1. Now they has asked the board to provide a copy of minute for the session. I think we could if we want, but are we obligated to provide it to them?

2. Also, we might go thru the claim. The managment company has told us that that management company is supposed to contact the lawyer regarding us wanting to move forward with the claim. Do we need to contact the lawywer thru management company?

I was surprised by " is supposed to"

3. Should HOA company provide the board with the homeowners contact list? They never provided them to the board although we requestd it several times since they managed our community.

FYI, we are thinking very seriouly to change a hoa company soon.

Thanks.

Lisa

This should be pretty simple, the management company works for the board, they have no right to ask for anything from you if you don't want to give it. The difference woudl be if it is written into your contract with them.

The lawyer works for the board, you don't need the management company to contact them.

The management company should give you any paperwork you request, they work for you.

TimB4 (Tennessee)
Posts: 21,062

Posted:

Quote:

Posted By LisaL10 on 11/05/2012 5:16 PM

1. Now they has asked the board to provide a copy of minute for the session. I think we could if we want, but are we obligated to provide it to them?

Who maintains and has custody of the Association records? The Secretary usually has the responsibility to maintain the records but if an Association has a management company, often this task is delegated to the company. If this is the case in your Association, it's possible that the MC is making sure that they are carrying out that portion of their contract.

Since executive sessions do require minutes, having the custodian of the records request a copy of those minutes wouldn't be unusual.

Quote:

Posted By LisaL10 on 11/05/2012 5:16 PM

2. Also, we might go thru the claim. The managment company has told us that that management company is supposed to contact the lawyer regarding us wanting to move forward with the claim. Do we need to contact the lawywer thru management company?

Depends on what your contract with the Management company says.

Quote:

Posted By LisaL10 on 11/05/2012 5:16 PM

3. Should HOA company provide the board with the homeowners contact list? They never provided them to the board although we requestd it several times since they managed our community.

YES.

As others have said, the MC works for the Board.
The Board should have full access to all records of the Association. See Director's Right to Inspect from Davis-Striling.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Lisa

I hope these posts about who works for whom have helped you.

Sometimes one has to be hit up along side the head quite severly in order to wakeup to reality. If your "doubting Thomas" BOD member has not woken up yet then let us hope the rest of the BOD has and at least she is off in her own little world alone.

It does seem to me that the way you described the management company is they do try to bully your BOD. To me this is either grounds for changing management company or at calling them in fornt of the BOD, hitting them up alongside the head and saying you will do as we ask/direct or you will be changed. Your choice.

I call the you will do as I direct meetings....a Come to Jesus meeting....with me being Jesus.....my son well knows what a Come to Jesus meeting is..we had a few as he was growing up...some not so pretty...but he understands/laughs about them now....LOL

GlenL (Ohio)
Posts: 5,491

Posted:

What is said in Executive Session is private, what is done in Executive Session is not and should be attached to the regular minutes.

Example from davis-stirling.com:

11. ADJOURN TO EXECUTIVE SESSION
The Board adjourned to Executive Session at 7:25 p.m. to address the following:
A. The Board reviewed bids for repairing the Clubhouse roof.
B. The Board approved initiating foreclosure against a delinquent owner.
C. A disciplinary hearing was held with an owner whose tenant is in violation of the association's nuisance noise restrictions.

8:00 p.m. Meeting adjourned.

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