Executive session minutes in State of Virginia

Started by EugeniaC • 2 replies • 1633 views

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EugeniaC (Virginia)
Posts: 2

Posted:

Understanding that Exec Session minutes are meant to be very concise due to number of subjects they typically are called to discuss, in an Executive Session in which there was discussion of a vendor proposal and a vote on that proposal; and, a discussion of proper Board procedure and process, shouldn't the minutes for this Executive Session include:

1. Discussion, motion and Board vote on the vendor proposal resulting in acceptance of that vendor's proposal;and,
2. The Board discussed proper Board procedure?

Thank you. And thank you all for your input on my prior questions.

KerryL1 (California)
Posts: 14,550

Posted:

So, Eugenia, what happened in the case of your previous post?

Or is this current question tightly related to it??

1. Board motion & vote on the proposal should be in the minutes. Discussion shouldn't.

2. Only if the Board voted on proper board procedure & processes would there be mention in the minutes.

This really doesn't have anything to do with executive session. Minutes for all of your meetings should record what was done (exactly what the motions are & votes), not what was said (discussion).

If your board wanted to chastise the director who contacted the prospective MC on her own, there should be a motion & vote that goes something like: The Board voted to instruct director x and all directors to refrain from contacting prospective vendors without a board vote decision at a duly noticed meeting. Some boards are much more or much less formal about such matters. But, keep in mind, that loose cannon directors can imply to prospective vendors that they'll get the contract, which could lead to legal hassles.

TimB4 (Tennessee)
Posts: 21,059

Posted:

Eugenia,

Typically any minutes discussing that topic would be similar to:

Proposal for xyz - The Board reviewed the proposals received and after discussing the merits of each proposal voted (unanimously, #yea to #nay, etc.) to (award/not award) the contract to abc.

It should also be noted that, even if a vote was taken in executive session, the action the vote decided could not be implemented until such vote was made in an open session.

See: VA § 55-510.1 (C)

Since you are in Virginia, this link may also be helpful as it's a good plain English guide on how Associations in VA should be ran and references the applicable laws. It's the Fairfax County Community Association Manual:

http://www.fairfaxcounty.gov/consumer/community_assn_manual.htm

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