Quorum Reduce by Rescheduling Meeting?

Started by MichaelB32 • 6 replies • 2392 views

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MichaelB32 (California)
Posts: 141

Posted:

According to our HOA ByLaws, if at the annual election meeting, quorum is not meet (50% plus 1 of the membership), the annual election meeting “may be adjourned to not less than five days and no more than 30 day, at which meeting the quorum requirement shall be reduced to 25% plus 1”. This has been the way this has been done for years. But this years, our election meeting was “rescheduled” (not "adjourned to") because the ballot inspector notified the Board that the quorum had not been met. There was no election meeting. No Board member showed up. What is now said is that because the Board “rescheduled” the meeting, the quorum requirement now drops to 25% plus 1. There is nothing in our ByLaws that says a "rescheduling" meeting can reduce quorum requirements. Is our Board invalidating our election by not following our ByLaws by not holding the initial Election meeting? Is this really too petty or is there really an issue?

Michael Barto
[email protected]

RichardP13 (California)
Posts: 1,767

Posted:

Michael

Only the members present, either in person or by proxy are entitled to adjourn the meeting to the period of time as your Bylaws states and it's also the rule according to Corporation Code. The President, if present, is the person designated to preside over the members meetings. If the president is not present, the members present can appoint someone to preside over the meeting. No Board member need be present, as it is not a Board meeting.

In my opinion, the meeting was rescheduled improperly and can be challenged in court.

KerryL1 (California)
Posts: 14,550

Posted:

My understanding is the same as Richard's, except Id' suggest no court at ion. Instead, try to get a much better turnout for the rescheduled meeting,

MichaelB32 (California)
Posts: 141

Posted:

Actually it is a mute Point as the Board is running unopposed. It is just this Board is very sloppy and the Management Company does nothing to correct this when it was brought to their attention.

Michael Barto
[email protected]

KerryL1 (California)
Posts: 14,550

Posted:

It might be a stretch, but review your contract with the management company. If the MC is actually breaking the law and the contract says it shouldn't, you might be able to point that out to the MC. This might encourage them to advise the board better. But, as many know, stubborn or sloppy board will not and do not have to do what the MC says.

MichaelB32 (California)
Posts: 141

Posted:

I received this response from the Management Company after asking how the quorum requirements were reduce because they postpone the “open” Annual election meeting a week later from the posted date of April 23 at the clubhouse. This is the response that he provided
“After the offsite ballot inspector validated ballots and concluded quorum of 51% was not met on June 23rd, a quorum of the current Board had a meeting via conference call on June 23rd and adjourned the Annual Meeting to June 30th. The conference call meeting is clarified in the no quorum minutes from June 23rd.”

So they changed the time and location of the meeting to a conference call instead of the clubhouse with no notification. Does this constitute a “Secret Meeting”? There was no announcement about this Conference Call as a substitute for the Annual Meeting. It just happen.

Michael Barto
[email protected]

RichardP13 (California)
Posts: 1,767

Posted:

Michael

IF, this was to be an annual meeting, the Board did at least two thing wrong. One, they had a meeting, albeit, a conference call, without proper notice, and second, they do not have the authority to postpone an annual meeting, if the reason was because of lack of quorum, as only the members present, either in person or by proxy have that authority.

Who is the offsite ballot collector, the management company? If your ballot allow for write in candidates, then its not a mute point.

If this is a problem and one that has happened in the past, why are they still there.

In California, you have a few choices, do nothing, take them to court or gather support and get a new board. Either choice you make, people have to get involved.

If not, I would rather have people not complain.

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