Can the MC vote proxies to keep their contract?

We are still working to set up the first meeting of our 16 unit HOA in years. We are in CA and I am searching the Davis-Sterling Act but so far can not find anything on this. I have been told that the MC is going to show up uninvited with proxies and vote them. As this meeting is to set up a temporary board, get into compliance of state law, and vote to replace the MC, isn't this a conflict of interest? And, how do we confirm the proxies? The MC is still holding onto all HOA records.

You should have obtained a membership list for the meeting.
If that isn't being provided, start going to the records office and pull up the owners of the properties. Many States/Counties have this available to the public online.

A Proxy is typically accepted unless you have a good faith belief that the proxy was forged. That belief would be the responsibility of the inspector/s of elections. See Civil Code §1363.03

http://www.davis-stirling.com/Statutes/CivilCode136303/tabid/877/Default.aspx#axzz2RB5KKxPK

Tammy,

I'm unclear on this as well. Typically the MC is hired by the Board and contracts are renewed by the Board, not the general membership. Can you explain why you believe a membership vote is required to replace the MC?

You've received some good replies from others, Tammy. But please do clear this up: Are the proxies to vote for directors??

Unless your bylaws or CC&Rs say otherwise, homeowners do not vote on contracts. In fact, unless you invite her, I don't see why the manager should be allowed at your meeting. So far as I know, no non owner can just "show up" at a meeting of the members (homeowners) or at a meeting of the board without an invitation.

In addition, choosing or firing a property manager (or any vendor contract) should only be done in executive session with only directors present.

But that means you need to elect your board of directors first. And that should b done by a double envelope secret ballot. Please go to davis-stirling.com again and scroll down the Main Index to elections.

Finally, make sure that your bylaws even permit proxy voting. They probably do, but maybe not.

Sorry, John, I keep forgetting that strangers can sashay into a meeting of the members (homeowners).

My main point was that homeowners don't vote to approve or renew contracts as both Kevin and Tim point out. So . . . how can the PM bring proxies??? This should be a (new) Board decision. But maybe I'm missing something.

Moreover, in CA if not in every state, contracts under consideration can be discussed in executive session. In addition, The Board need not invite the PM to attend the Ex. Session.

Most of the condos are owned by investors and only 5 of the 11 owners live close by.

We need one proxy, of which I am trying to get, to have the 51% attendance to even have the meeting I believe. We would also use the proxies to vote in the temporary board. The board could then not renew the contract with the MC.

We do not want the MC to vote for the temporary or permanent BOD as we will be in the same boat we are now. No meeting in 6 years, no one watching the MC, our check book, and substandard or no maintenance to the property.

We had decided to have the homeowners meeting in my condo so that the MC could not crash the meeting and so that everyone could get to know each other.

I was told yesterday by a member that The MC was aware of the meeting and would be there along with the so called secretary and treasure to run the meeting. The so called secretary and treasure are also not members, they were assigned the positions by the MC and work for the MC. At the last meeting on record held in 2006, the MC took charge and informed the members that there could be no meeting until her contract was renewed. It was renewed for 1 year. How the MC came to think and brag that she is the board I don't know.

I have learned something from Davis-Sterling site. I am about ready to cancel the meeting, call the courts and let the place be put into a receivership for non-compliance of the law.

Seriously, I think we have the voting down, one of the other owners has put that together. I was wondering, I have contact with all but one owner, would it be reasonable to call and confirm the proxies the MC brings in?

Tammy, are you sure that you need 51% to attend in person or by proxy to elect directors??? Please tell us the exact wording of your governing document that states that %51--doesn't sound quite right to me.

And John46's right you must follow your bylaws or the relevant CA Codes to elect the directors. I think I advised going to davis-stirling.com, Elections, for more info.

Sorry had to find it. These are from scanned copies in my e-mail, forgive my typing. This is what the CC&R’s say:

(f) At all meeting of the owners, fifty-one (51%) percent of the owners in the project shall constitute a quorum and a majority of owners present and entitled to vote, either in person or by proxy, shall by sufficient for the passage of of any motion or the adoption of any resolution except in connection with the matters set forth in paragraph (a) above.

This is something I had forgotten about in the page before:

(d) The Board shall have authority to contract with qualified persons or corporations for the professional handling of all or any part of the services required for the maintenance of said project and/or the handling of the financial affairs thereof; provided, however, that and such contract must be ratified by vote of not less than seventy-five (75%) percent of the owners present and entitled to vote, wither in person or by proxy, at any duly constituted meeting of the owners, within thirty (30) days of the date of execution of said contract, or the same shall be void and or no effect, and provided, further that the board may not enter into any management agreement for a term of more than one year. Said manager may further be authorized to file any notice and to take any legal action on behalf of the owners, which is within the power and authority of the board.
(e) The board shall not have authority to act in the following matters, but only the owners shall have such authority:

(1)Amend or repeal this Declaration or By-Laws or regulations.
(2)Recall any officer,
(3)Levy special assessments for emergency expenditures.
(4) increase or decrease the amount of monthly maintenance charge.
(5)Authorize or ratify appointment of financial agent or management agent.
(6)any other matters set forth herein as expressly requiring action by the owners.Then it goes to (f) above.

You appear to need a (I think) majority vote of 75% of Owners present at a meeting held within 30 days of signing (executing) a contract with a Mgmt. Co. to ratify the contract.

At davis-stirling.com -> Contracts, you'll see that normally only the board needs to approve contracts. (Our HOA, for ex., has about 20--imagine if all had to be ratified by owners every year!!)

Honestly, Tammy, your situation is so complicated. It almost seems to me that a group of you should chip in to hire an HOA attorney to advise you.

I must prepare for my own Ex. Session and Board meeting this afternoon & evening, so can't TRY to help any more today.

generally it has been looking like attorneys suggest editing bylaws and not allowing
proxies other than for quorum purposes and getting rid of nominations from the floor

Best to start a new thread, Evil; it's hard to tell what you're trying to say.