Petition for a Special Meeting

So I'm not sure if anyone has ever gone through this. I live in an HOA with 127 homes. I ran a petition drive to get a special meeting and obtained 40 signatures. However, I was later told that 15 of my signatures were ineligible to vote. I was told that according to the bylaws:

"or upon written request of the Members who are entitled to vote one-fourth (1/4) of all the votes of the Class A membership.”

They are telling me that this means for any special meeting I will ALWAYS need 32 votes. I interpreted that bylaw as 25% of those who were eligible to vote. We had 36 delinquencies out of 127 homes, leaving only 91 owners eligible to vote. 25% of 91 is 22.75 rounded up to 23. So I figured I only needed 23 and I had 25 votes. So therein lies the difference between eligible and entitled.

The state statute that speaks to this is ARS 33-1804 subsection B which states:

"...Special meetings of the members' association may be called by the president, by a majority of the board of directors or by members having at least twenty-five percent, or any lower percentage specified in the bylaws, of the votes in the association...."

By members HAVING 25% of the vote. So the way I read the statute is that 36 owners do not HAVE the right to vote and 91 do HAVE the right to vote. So again, my interpretation is that the 25% should be based on the people who actually HAVE the vote meaning I need 25% of 91 or just 23 votes.

Do has anyone dealt with this kind of issue before? Should I be basing the 25% counting total homes or 25% based on total who are being allowed to vote?

Vic
http://stoneviews.wordpress.com

Well the management company is telling me that the attorneys insist I need 32 and it will always be a minimum of 32.

Thanks

It's ok Tim. I'm a Board member so I have access to the Financials. My 25 signatures were solid. Besides that petition was just a dry run to ferret out what kind of BS games they were going to play. Once I get the word that the petition is good to go, then I'm turning in the recall petitions.

Vic
http//stoneviews.wordpress.com

If you are a Board member, you only need a majority of the Board to call for a special meeting, or if you're the Prez, just yourself.

It's a five member Board and the other four have been there over ten years. I just started at the beginning of this year. I don't have the majority, any support and I am just a Director-at-Large.

Vic
http://stoneviews.wordpress.com

OK, I've reread everything and I should have done that prior to my initial posting.

Per 33-1804: Special meetings of the members' association may be called by the president, by a majority of the board of directors or by members having at least twenty-five per cent, or any lower percentage specified in the bylaws, of the votes in the association.

Per your bylaws: "or upon written request of the Members who are entitled to vote one-fourth (1/4) of all the votes of the Class A membership.”

I do not see a conflict between the two. Therefore, I will base the discussion on the language in the Bylaws.

The key difference is the terminology.

"All the votes of the Class A membership" = all the possible votes in the membership. Expecting 1 vote per lot, All the votes = 127. 25% of 127 = 31.75 which equates to 32 lots when rounded up.

"members entitled to vote" = those who have not had their voting privileges suspended (typically those who are delinquent in paying their assessments).

Therefore, I agree with what you were told by your MC.

I am not a lawyer, nor pretend to be one, and my next comment is not "racist". I believe your CCRs were written by someone in the Jewish persuasion and the way you read the Bylaws is from right to left.

All the members is 127 minus the not eligible and then 25% of the remaining. The management company or the Board or the attorney already claimed 15 f your signatures were not eligible to vote. You can't have your cake and eat it too.

As I said, I saw no conflict between the statute or what you cited from your Bylaws.

To me:

"votes in the Association" = "all the votes of the Class A membership.”

"members having at least twenty-five per cent" = "Members who are entitled to vote one-fourth"

It's similar to the number of eligible voters (those who are 18 or older) vs. the number of registered voters (those who are allowed to vote).

Victor,

I also agree that 23 is the magic number - at least for now.

The problem is your board, their attorney, and the management company are standing in your way claiming a higher number is required.

The only way I know of to prevail with your present number of signatures is through civil action. Aside from the astronomical expense, you will be shooting at a moving target while your case lingers in the courts. A victory would be meaningless due to the passage of time. Depending on what powers your board has, it may be able to revise the wording in the bylaws to make your action moot.

I think your best course of action is to knock on a few more doors and get 32 valid signatures.