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Reaching quorum

Started by BettyL5 • 7 replies • 1561 views

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BettyL5 (Texas)
Posts: 1
Posted:
Last year we did not reach quorum and had to have another meeting to elect officers. This year, it looked like the same thing was about to happen so we walked for proxies. This is hard work. We have a lovely neighborhood, but people just do not bother to vote. We have had good board members and things move fairly smoothly, so I think folks are happy. A friend of mine who is the President of a another management company said all their communities were going to 5% quorum as they were all having the same problem. He gave me section 22.102,in business legislation, as a reference. He said the law superceded the bylaws and the board could change the quorum requirement. How does this work? Thank you.
MelissaP1 (Alabama)
Posts: 13,836
Posted:
Read your CC&R's. It will tell you how to change/modify your documents. I recommend doing this every 5 to 10 years anyways to update changes in technology and what people want. It's NOT an easy process and can take over a year to complete. You will need a lawyer and file the CC&R's at the county courthouse. I'd even recommend changing the necessary percentage of changing your CC&R's and By-laws while your at for the owner apathy issues. Ours required 75 % for By-laws and 90% for CC&R's. A number almost impossible to get as the years pass.

It won't be easy so it may be easier to see about getting the quorum vote by drumming up some interest.
Former HOA President
GlenL (Ohio)
Posts: 5,491
Posted:
Betty I'm not an attorney but the way I read the statute you cited is that Boards have the power to amend the By-Laws unless that power is reserved to the Homeowners. The main question would be where in your documents the Quorum level is stated, if it is a Covenant then you would need to amend your documents to change it. If it is a By-Law then my answer is a hearty maybe, unless it takes a vote by the Homeowners to change them.

§ 22.102. BYLAWS. (a) The initial bylaws of a corporation shall be adopted by the corporation's board of directors or, if the management of the corporation is vested in the corporation's members, by the members.
(b) The bylaws may contain provisions for the regulation and management of the affairs of the corporation that are consistent with law and the certificate of formation.
(c) The board of directors may amend or repeal the bylaws, or adopt new bylaws, unless:
(1) this chapter or the corporation's certificate of formation wholly or partly reserves the power exclusively to the corporation's members;
(2) the management of the corporation is vested in the
corporation's members; or
(3) in amending, repealing, or adopting a bylaw, the members expressly provide that the board of directors may not amend or repeal the bylaw.
Studies show that 5 out of 4 people have problems with fractions
CarolR11 (Colorado)
Posts: 2,563
Posted:
Betty, generally, Board elect officers from among the directors. Generally, h'owners don't elect officers (Prez, VP, Sec'y Treasurer, usually). So, I'm a little confused. Please clarify.
CarolR11 (Colorado)
Posts: 2,563
Posted:
Betty, generally, Board elect officers from among the directors. Generally, h'owners don't elect officers (Prez, VP, Sec'y Treasurer, usually). So, I'm a little confused. Please clarify.
BradP (Kansas)
Posts: 2,640
Posted:
Quote:
Posted By BettyL5 on 11/09/2012 8:26 PM
Last year we did not reach quorum and had to have another meeting to elect officers. This year, it looked like the same thing was about to happen so we walked for proxies. This is hard work. We have a lovely neighborhood, but people just do not bother to vote. We have had good board members and things move fairly smoothly, so I think folks are happy. A friend of mine who is the President of a another management company said all their communities were going to 5% quorum as they were all having the same problem. He gave me section 22.102,in business legislation, as a reference. He said the law superceded the bylaws and the board could change the quorum requirement. How does this work? Thank you.

Betty

here is a suggestion and i don't like to be sneaky but this will work at least once but you may not be able to fool people twice. At your annual meeting have a short board meeting before it and put a controversial topic on the agenda, i.e. raising of dues or discussion of special assessment, etc. People tend to show up when it impacts their pocketbook, you could have a quick board meeting, discuss the topic, quickly adjorn and quickly call the members meetings and hopefully you have enough people there.

Just a thought and it would work once, not sure if people would be fooled twice though.

HarveyM (North Carolina)
Posts: 10
Posted:
You will need to change the bylaws. You might be able to be creative with something like this: "The Board shall anually determine the number of members necessary to establish a quorum". That way there isn't a set figure, but it would become set for each year at the first Board meeting. Changeing the covents is more difficult and usually requires 66 2/3rds or more of the owners.
HarveyM (North Carolina)
Posts: 10
Posted:
You will need to change the bylaws. You might be able to be creative with something like this: "The Board shall anually determine the number of members necessary to establish a quorum". That way there isn't a set figure, but it would become set for each year at the first Board meeting. Changeing the covents is more difficult and usually requires 66 2/3rds or more of the owners.

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