ScottH14 (Washington)
Posts: 3
Posts: 3
Posted:
I am the second President of our new small HOA. The developer turned over the association to the members a few years ago with no bylaws. There were Articles of Incorporation and CCRs, neither of which says one word about elections, terms, meetings, or Board Powers. At the Turn Over Meeting, the original Declarant sent out a letter announcing the meeting along with a suggested budget and elections for three Board members; two for two years and one for one year. The one year term board member was voted in as President, and the two year terms were for Treasurer and Vice President because she did not want to be a Secretary. This board did not adopt bylaws and I don't think anyone knew we needed any...HOA being new to everyone.
The Board set up and ran our HOA which was primarily hiring a landscaper, collecting our dues, and approving a few new houses to get built as acting Architectural Committee.
They announced an Annual meeting the following year where the current Presidents term was ending and elections would be held. I ran for President and was elected. The "VP" wanted to resign , which she announced at the meeting so another person was elected to the board, as Secretary this time. No term specified, but it was implied she would finish the original term of the person who resigned. The minutes of the meeting only say " elected to the Board as Secretary". Technically, she was really appointed due to filling a vacancy, but it happened like an election.
We waded through the duties of being the Board and doing our best, but after six months of trying to interpret state law for reserves etc, we realized we needed help so we hired a professional manager. This manager now wants the Board to adopt some initial Bylaws that were written for condominiums. It is a lengthy document with difficult to understand language and overly complex processes for elections, amendments, meetings etc. It gives the Board far more powers, practically unlimited, than the Washington State RCWs and reduces the owners rights and ability to effect change in every passage. The document also would extend all of our terms on the Board for three more years. I feel, as President, that forcing this far reaching governing document on our small association with no input or ratification from the members whatsoever is wrong. Plus, it feels like we are voting ourselves into office for three more years. I cannot imagine this complies with the state laws that say a board cannot elect themselves and extend their terms.
I pushed back and argued my point but the other board members follow everything the manager wants...which is feeling more and more about what's best for the manager, and not the association. The other two board members are going to vote this in very soon at our next meeting. Once they adopt these bylaws, the amendment procedure outlined in the new Bylaws is almost impossible to achieve, and again is far more difficult than the RCWs described amendment process. This is how HOAs get out of control and over step, allowing two people to substantially change what people thought they bought into. Instead of protecting home values, they become a liability and a negative. Instead of creating harmony in a small neighborhood, it becomes a source of frustration and contempt. When I ran for President, I promised honest communication and transparency. I only have one vote. I want the entire association to be allowed to vote on these new governing documents, whether that is standard or required or not, it is right. The other board members do not. And after they vote in the bylaws, the bylaws say the board can vote me out of the presidents to prevent me from calling for a special meeting.
Any ideas or help ?
The Board set up and ran our HOA which was primarily hiring a landscaper, collecting our dues, and approving a few new houses to get built as acting Architectural Committee.
They announced an Annual meeting the following year where the current Presidents term was ending and elections would be held. I ran for President and was elected. The "VP" wanted to resign , which she announced at the meeting so another person was elected to the board, as Secretary this time. No term specified, but it was implied she would finish the original term of the person who resigned. The minutes of the meeting only say " elected to the Board as Secretary". Technically, she was really appointed due to filling a vacancy, but it happened like an election.
We waded through the duties of being the Board and doing our best, but after six months of trying to interpret state law for reserves etc, we realized we needed help so we hired a professional manager. This manager now wants the Board to adopt some initial Bylaws that were written for condominiums. It is a lengthy document with difficult to understand language and overly complex processes for elections, amendments, meetings etc. It gives the Board far more powers, practically unlimited, than the Washington State RCWs and reduces the owners rights and ability to effect change in every passage. The document also would extend all of our terms on the Board for three more years. I feel, as President, that forcing this far reaching governing document on our small association with no input or ratification from the members whatsoever is wrong. Plus, it feels like we are voting ourselves into office for three more years. I cannot imagine this complies with the state laws that say a board cannot elect themselves and extend their terms.
I pushed back and argued my point but the other board members follow everything the manager wants...which is feeling more and more about what's best for the manager, and not the association. The other two board members are going to vote this in very soon at our next meeting. Once they adopt these bylaws, the amendment procedure outlined in the new Bylaws is almost impossible to achieve, and again is far more difficult than the RCWs described amendment process. This is how HOAs get out of control and over step, allowing two people to substantially change what people thought they bought into. Instead of protecting home values, they become a liability and a negative. Instead of creating harmony in a small neighborhood, it becomes a source of frustration and contempt. When I ran for President, I promised honest communication and transparency. I only have one vote. I want the entire association to be allowed to vote on these new governing documents, whether that is standard or required or not, it is right. The other board members do not. And after they vote in the bylaws, the bylaws say the board can vote me out of the presidents to prevent me from calling for a special meeting.
Any ideas or help ?