Does The Means Justify the End

Started by JohnC46 • 39 replies • 2298 views

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JohnC46 (South Carolina)
Posts: 14,265

Posted:

We have a situation on our hands.

We recently transitioned our stand alone homes (112) from Declarant to owner control. Our Bylaws call for a 50% quorum at an Annual Meeting to conduct business, elections, etc. Our past records indicate we have never had more then 34% of owners attend any owners meeting and that was at the recent one where we tried hard (signs, banners, newsletter, etc.) to get people to come out and discuss the transition. Prior to that heavily advertised meeting, the largest turnout ever (over 7 years) was 20% or less.

Our management company (very experienced) has told the BOD that a 20% Quorum is best and usually more achievable to make things happen. The BOD (myself included) agree.

Well I have devised a plan that I consider legal and above board. That having been said, the plan could also be considered "sneaky" for lack of a better word. Understand that the majority of our owners are smart, bright people but many are in their first HOA plus they are not familiar with Proxies.

I say the BOD could send out a "nicely worded" letter that would have a proper/legal proxy attached that would "lead" the average person to sign and return the Proxy. Basically the Proxy would establish a Quorum and approve the Bylaw change from 50% to 20%. It would be drawn up by our lawyer and entirely legal so no Internet lawyering responses please.

That said, in my heart of hearts it borders on deception, and remember I am the author/originator of such an idea.

Do not play Internet lawyer in your response.

Respond with your heart of hearts.

Thanks.

MarkM31 (Washington)
Posts: 556

Posted:

Quote:

Posted By JohnC46 on 01/13/2015 12:36 PM
............... That having been said, the plan could also be considered "sneaky" for lack of a better word. Understand that the majority of our owners are smart, bright people but many are in their first HOA plus they are not familiar with Proxies.

I say the BOD could send out a "nicely worded" letter that would have a proper/legal proxy attached that would "lead" the average person to sign and return the Proxy. Basically the Proxy would establish a Quorum and approve the Bylaw change from 50% to 20%. It would be drawn up by our lawyer and entirely legal so no Internet lawyering responses please.

That said, in my heart of hearts it borders on deception, and remember I am the author/originator of such an idea.

Do not play Internet lawyer in your response.

Respond with your heart of hearts.

Do not play internet lawyer? What kind of response do you think your admittedly "sneaky" plan warrants? You want to trick people so you get what you think is best for them, with you at the top of the food chain?

KerryL1 (California)
Posts: 14,550

Posted:

Our HOA doesn't use proxys, JohnC, and you've mentioned many times that you like them.

But what I've read on this forum in the past is that people usually go door to door to get proxys. I assume they do so to give the request the "personal touch."

I don't know if your CC&Rs permit your Board spending Owners' dues for postage, envelopes, etc. Ours only permit spending money on fulfilling our maintenance obligations. How will owners get these back to the board? The best way to assume they don't toss your letter in the trash is to include a SASE--another expense.

The other thing is i don't get the "deception" part. It sounds like the letter will say that that owner will check a box to be counted towards quorum. And then check another box to got vote for the new bylaws? How is this "sneaky"? I must have misunderstood something.

AmandaR2 (South Carolina)
Posts: 566

Posted:

IMO, clearly explain within your letter, whatever part you referred to as borderline "sneaky". (I think you meant definition of "proxies" and the fact that many of your owners have not idea what they are and how they work.) Hopefully people will appreciate your doing that, and you'll gain trust & respect, by going over and beyond what you were required to do. You'll probably sleep better too!

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Mark and Kerry

Thank you both. You are at opposite ends on the spectrum and I do appreciate/respect both ends. Thus my dilemma.

Kerry. The wording could be such that simply by signing and returning the Proxy, one votes for both as the BOD desires them to do. Money aside, I myself would be glad to personally pay for such a mailing thus back to my dilemma.

Again, thank you both. A lesson to be had from both replies.

SheliaH (Indiana)
Posts: 6,964

Posted:

It won't be deceptive if your letter includes the figures on previous meeting attendance and an explanation as to why the board is making this recommendation. The 20% reduction doesn't take away anyone's right to vote, but it does allow the Board to proceed with official business - if 50% of the homeowners show up and vote, that's a good thing, even if they vote down a proposal (such as democracy).

This is also a good time to remind people why their participation is important - at the very least, they should make time to attend the annual meeting to meet the people who are making decisions on their property and ask them questions. If they still don't participate, they get what they deserve.

All of that said, I have no issue with reducing the percentage to 20%. Our association has a 10% percentage for the annual meeting - and we STILL have lousy attendance, although we have seen a slight uptick in the number of proxies that have been returned.

If it is not right do not do it; if it is not true do not say it. Marcus Aurelius

NpS (Pennsylvania)
Posts: 4,216

Posted:

I mocked up a sample of what we would use - Attached. Formally written amendment would be attached.

📎 Attachments (1):

⏸ Downloads temporarily unavailable

📝1113315741171.doc(28 KB)

Sikubali jukumu. Read all posts at your own risk.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Quote:

Posted By SheliaH on 01/13/2015 1:27 PM
It won't be deceptive if your letter includes the figures on previous meeting attendance and an explanation as to why the board is making this recommendation. The 20% reduction doesn't take away anyone's right to vote, but it does allow the Board to proceed with official business - if 50% of the homeowners show up and vote, that's a good thing, even if they vote down a proposal (such as democracy).

This is also a good time to remind people why their participation is important - at the very least, they should make time to attend the annual meeting to meet the people who are making decisions on their property and ask them questions. If they still don't participate, they get what they deserve.

All of that said, I have no issue with reducing the percentage to 20%. Our association has a 10% percentage for the annual meeting - and we STILL have lousy attendance, although we have seen a slight uptick in the number of proxies that have been returned.

Shelia

Good point on the 20% does not take away ones right to attend/vote. Will be part of our thinking/response.

Thanks

AmandaR2 (South Carolina)
Posts: 566

Posted:

Quote:

Posted By NpS on 01/13/2015 1:31 PM
I mocked up a sample of what we would use - Attached. Formally written amendment would be attached.

Your is very clear and seems it would be easily understood by anyone. (are we actually seeing eye to eye on a some things, NPS? very scary LOL)

JanetB2 (Colorado)
Posts: 4,219

Posted:

Not sure why you would believe it borders on deception if a letter is attached explaining to the individuals what they are voting / agreeing / and allowing the Proxy to be used for and explain the reason. They have the Freedom to Choose whether or not to sign the document after reading. You are just wanting to change the quorum requirement and which as others have stated does not take away any rights to attend any meeting or vote. The question still remains … will you get at least 50% to sign the proxies OR attend the meeting?

I have nothing against proxies. My opinion is they serve a good purpose of allowing individuals to vote or have their voice heard when they cannot attend a meeting. I have had owner's in the past give me proxies for that reason. They also serve a good purpose of establishing a quorum when apathy abounds.

There you have my heart of heart thought

KerryL1 (California)
Posts: 14,550

Posted:

With some others, i still see no deception here, JohnC, especially if you use a letter similar to what NpS suggests.

Quorum for the election of directors here, btw, is 25% of eligible owners. But CA permits absentee/mail in ballots/be counted towards quorum, so it's very easy to achieve. In fact, in our recent heated election with 5 candidates for 3 spots, 99 (of 211) units voted!

AmandaR2 (South Carolina)
Posts: 566

Posted:

What did exactly did you mean John, when you said you devised a plan that was "sneaky"? what part of your letter, in your opinion "borders on deception"? could you explain? seems like we're all left a little puzzled and curious about what you meant.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Quote:

Posted By AmandaR2 on 01/13/2015 4:49 PM
What did exactly did you mean John, when you said you devised a plan that was "sneaky"? what part of your letter, in your opinion "borders on deception"? could you explain? seems like we're all left a little puzzled and curious about what you meant.

Amanda

I did not say I considered the plan sneaky. Someone in on it said while they liked the plan, it could be considered "sneaky" by some. Is taking advantage of ones naivety "sneaky"?

Is answering a question with a question "sneaky"?

NpS (Pennsylvania)
Posts: 4,216

Posted:

Quote:

Posted By JohnC46 on 01/13/2015 5:17 PM

Is answering a question with a question "sneaky"?

Is that a rhetorical question? Or do you expect an answer?

Sikubali jukumu. Read all posts at your own risk.

AmandaR2 (South Carolina)
Posts: 566

Posted:

Quote:

Posted By JohnC46 on 01/13/2015 5:17 PM

Still don't understand in what way, anything your doing would be taking advantage of anyone, or what part could be considered sneaky. The example NPS gave was very clear, it even had a brief explanation of what a proxy is and was very straightforward. If your letter is similar I don't know what your dilemma is.

CyrstalB (Maryland)
Posts: 457

Posted:

Taking advantage of a HO because of their lack of education on such matters can be considered sneaky, and unethical. Take the high road and educate them on what it is your hoping to do, then you will be considered a transparent board and not a sneaky one. Good luck!

CyrstalB (Maryland)
Posts: 457

Posted:

ps, in theory the means may justify the end, but in reality most HO would only see it as a BS way of doing business. Which seems to be how most corporations are run these days.

AmandaR2 (South Carolina)
Posts: 566

Posted:

Agree with Cyrstal on both statements. If your aware of anything that could be misconstrued, why not clarify it? It's the right thing to do, you'd want the same treatment if it were the other way around.

CfD (Virginia)
Posts: 265

Posted:

I also agree with Crystal. Complete transparency is always best.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

First draft of letter to be sent with the Proxy:

Fellow SO and SO Homeowner

The upcoming Annual Homeowners meeting (APRIL XX) will be the first Annual Meeting since transition from Declarant (John Doe) to owner control on January, 01, 2015. Being owner controlled presents a different set of circumstances and rules/laws that we must operate under.

The main issue is we must have a Quorum (more then 50%) of our owners (one owner per lot) either physically present or via a Proxy at our Annual Meeting in order to conduct business. While this assures owner participation, it also limits what can be done without such. Historically we have never gotten more then 30% of our owners to attend an Annual Meeting.

In order to assure a Quorum for this upcoming meeting and to enable the BOD to more efficiently operate, the BOD is asking for your participation.

Attached is a Proxy which will allow you to participate without having to attend the Annual Meeting.

The Proxy has two parts to it. Part 1 is allowing this Proxy to count toward establishing a Quorum so business can be done at the Annual Meeting.

Part 2 of the Proxy will allow a Bylaw change so in the future we will need a 20% Quorum versus the present 50% Quorum. This reduction does not remove ones ability to attend, participate, and vote at any Annual Meeting.

The BOD encourages you to sign and return the Proxy as soon as possible. Please use the enclosed, self addressed, stamped envelope.

This Proxy does not change nor eliminate your ability to attend the Annual Meeting. You can attend the meeting, withdraw your Proxy, and fully participate and vote in any matter.

Cordially,

NpS (Pennsylvania)
Posts: 4,216

Posted:

Recommendation:

Fellow SO and SO Homeowner

The upcoming Annual Homeowners meeting (APRIL XX) will be the first Annual Meeting since transition from Declarant (John Doe) to owner control on January, 01, 2015. Being owner controlled presents a different set of circumstances and rules/laws that we must operate under.

In order to conduct business at the Annual Meeting, we need a Quorum of our owners (one owner per lot) either physically present or via a Proxy. Historically we have never gotten more then 30% of our owners to attend an Annual Meeting.

Attached is a Proxy which allows you to participate without having to attend the Annual Meeting.

The Proxy has two parts to it. Part 1 allows your Proxy to count toward establishing a Quorum so business can be done at the Annual Meeting.

Part 2 of the Proxy allows the Quorum requirements in our Bylaws to be changed to 20% (instead of the 50% that was required in the Declarant's original documents). This reduction does not remove your ability to attend, participate, and vote at any Annual Meeting. It does allow us to conduct association business with the current levels of owner participation.

The BOD encourages you to sign and return the Proxy no later than DATE X. Please use the enclosed, self addressed, stamped envelope.

Of course, we would prefer to see you in person at the Annual Meeting. If you do attend, you will be able to fully participate and vote instead of using your Proxy.

Cordially,

Sikubali jukumu. Read all posts at your own risk.

JohnB26 (South Carolina)
Posts: 1,001

Posted:

Version 'B' would be my choice, but, either version is A-OK

No sneakiness at all in either 'draft'.

Assuming one can read at the 10th grade level

LauraR5 (Tennessee)
Posts: 220

Posted:

I don't think asking for proxies is sneaky. You do what you gotta do.

In other news, our quorum is 20 percent, and I'd give my left leg if we can even get that!

AmandaR2 (South Carolina)
Posts: 566

Posted:

I too see nothing "sneaky". I never had a problem with proxy use. If I had to choose version B would be my choice also. But yours was fine, IMO you worry too much!!! Good Luck

SheliaH (Indiana)
Posts: 6,964

Posted:

Quote:

Posted By NpS on 01/14/2015 8:18 AM
Recommendation:

Fellow SO and SO Homeowner

The upcoming Annual Homeowners meeting (APRIL XX) will be the first Annual Meeting since transition from Declarant (John Doe) to owner control on January, 01, 2015. Being owner controlled presents a different set of circumstances and rules/laws that we must operate under.

In order to conduct business at the Annual Meeting, we need a Quorum of our owners (one owner per lot) either physically present or via a Proxy. Historically we have never gotten more then 30% of our owners to attend an Annual Meeting.

Attached is a Proxy which allows you to participate without having to attend the Annual Meeting.

The Proxy has two parts to it. Part 1 allows your Proxy to count toward establishing a Quorum so business can be done at the Annual Meeting.

Part 2 of the Proxy allows the Quorum requirements in our Bylaws to be changed to 20% (instead of the 50% that was required in the Declarant's original documents). This reduction does not remove your ability to attend, participate, and vote at any Annual Meeting. It does allow us to conduct association business with the current levels of owner participation.

The BOD encourages you to sign and return the Proxy no later than DATE X. Please use the enclosed, self addressed, stamped envelope.

Of course, we would prefer to see you in person at the Annual Meeting. If you do attend, you will be able to fully participate and vote instead of using your Proxy.

Cordially,

I like some of the language in this one! I'll bring it to our Board to consider for our annual meeting next year (the announcements for next month's meeting have already been mailed)

If it is not right do not do it; if it is not true do not say it. Marcus Aurelius

KerryL1 (California)
Posts: 14,550

Posted:

I like NpS's too. Just one reason is I think we should avoid the "BOD" in communications with Owners.

One sentence seems a little odd to me. It's the same in both versions: "Being owner controlled presents a different set of circumstances and rules/laws that we must operate under."

It's too vague and seems even unnecessary.

"Attached is a Proxy which allows you to participate without having to attend the Annual Meeting." Here, I'd spin it that you know they'd love to attend; might even encourage a few more to attend.: "Attached is a Proxy which allows you to participate even if you're unable to attend the Annual Meeting."

"Of course, we would prefer to see you in person at the Annual Meeting." Change the period to an explanation point to show you really want them there!

In letters like these, which aren't really formal, they seem more "neighborly" and lighter if you use contractions, "Of course, we'd prefer..." "Cordially" is good.

NpS (Pennsylvania)
Posts: 4,216

Posted:

Nice touches Kerry.

Sikubali jukumu. Read all posts at your own risk.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Agreeing. We can do a better job with the letter. Some suggestions implemented.

Thanks all.

JanetB2 (Colorado)
Posts: 4,219

Posted:

On NpS letter the last sentence in Part 2 should eliminate "current" and instead state "future business with reduced quorum of 20%". While both letters are good and like both ... Potentially NpS has a slight more clarification. I would not consider this the least bit sneaky as it is up front and straight forward. Good job John and hope it works out for you

CyrstalB (Maryland)
Posts: 457

Posted:

>...transition from Declarant (John Doe) to owner control on January, 01, 2015. Being owner controlled presents a different set of circumstances and rules/laws that we must operate under.<

I would suggest a little education on just what that statement means. Even if someone who can read on a 12th grade level, they may not fully understand it, and you will lose them with the first sentence. Why? Because it deals with the smoke and mirrors that has plagued HOA's since their inception. We talk about it here all the time don't we?

Dear Fellow HO,

Our upcoming Annual Meeting on ___ will mark an important event for everyone living within the ____HOA. Up until now, the developer, ______ has been overseeing the HOA with complete control over what happens in the HOA, such as; how the money is spent; what we can and cannot do on the common area, (give examples) and what you can do on your own property.

As of ______ time, that control is now being handed over us, every homeowner who presides in the ____ HOA. Which is why it is very important that you attend this crucial meeting. All of us as homeowners have a stake in just how the HOA is going to be taken care of from this point forward...

CyrstalB (Maryland)
Posts: 457

Posted:

sorry, hit wrong button..

"If you can not attend this important meeting, please fill out the enclosed proxy so that your voice is heard. Our HOA is only as strong as the people in it." blah, blah blah

KellyM3 (North Carolina)
Posts: 2,239

Posted:

It's up to you how sneaky and deceptive you choose to be. I bet a transparently-worded proxy letter could earn support of your community with zero deception.

KerryL1 (California)
Posts: 14,550

Posted:

Crystal makes a lot of sense here concerning what I called above a "vague" sentence : "Even if someone who can read on a 12th grade level, they may not fully understand it, and you will lose them with the first sentence. Why? Because it deals with the smoke and mirrors that has plagued HOA's since their inception."

She noticed better than i that it's actually an empty sentence that obscures more than it illuminates; it signifies nothing. Get rid of it or change it so that any reader knows the meaning of it. I think crystals' version is too long (which also can lose readers), pointing out that all homeowners now have a voice is a fine idea.

AmandaR2 (South Carolina)
Posts: 566

Posted:

John does your proxy ballot form look like the example NPS gave? His example was very clear and even had a brief definition of what a proxy is, IMO even if you mailed that alone people would understand what they were signing. Not saying you should do that but it was very self explanatory.

AmandaR2 (South Carolina)
Posts: 566

Posted:

Quote:

Posted By NpS on 01/13/2015 1:31 PM
I mocked up a sample of what we would use - Attached. Formally written amendment would be attached.

I was referring to this original example

AmandaR2 (South Carolina)
Posts: 566

Posted:

way up at the beginning of the thread

AmandaR2 (South Carolina)
Posts: 566

Posted:

Quote:

Posted By KellyM3 on 01/16/2015 10:46 AM
It's up to you how sneaky and deceptive you choose to be. I bet a transparently-worded proxy letter could earn support of your community with zero deception.

Kelly, I agree with your comment. I'ts what reminded me of the example NPS had attached. Sometimes less is more. Well intentioned wording can actually confuse people who aren't familiar with the process.

John, Members need to clearly know what they are agreeing to change (then they can't complain, or shouldn't complain LOL). One thing I would add to NPSs example is the fact that the quorum is now set at 50% and vote in favor. will change lowering it to 20%. I say that because John mentioned that he's aware of the fact, that for some this is their first HOA experience, and they may not be actually be aware what the current quorum is set at. (I don't think NPS addressed that in his example, forgive me if I'm wrong on that). I think your smart to want all to fully understand exactly what their signing, that kind of transparency will pay off in the end.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Amanda

I never posted the actual Proxy. We are still discussing if we want to actually have people vote for or against on the Quorum % change or word the Proxy such that by returning your signed Proxy, that you are allowing the BOD to vote as they wish. A General versus a Directed Proxy.

AmandaR2 (South Carolina)
Posts: 566

Posted:

Quote:

Posted By AmandaR2 on 01/16/2015 11:39 AM
John does your proxy ballot form look like the example NPS gave? His example was very clear and even had a brief definition of what a proxy is, IMO even if you mailed that alone people would understand what they were signing. Not saying you should do that but it was very self explanatory.

I realize you never posted it, that's why I asked the above question. While thinking about and reading some of the comments, IMO if I had no prior HOA experience, knowledge of proxies, quorums and all other HOA language, I can imagine it may be confusing and unclear to me. (Heck lots of it is still confusing!) I guess it's up to you and your board how far you want to go to explain things, go with your "heart of hearts".

SkunT (Ohio)
Posts: 73

Posted:

Quote:

Posted By JohnC46 on 01/13/2015 12:36 PM
We have a situation on our hands.

We recently transitioned our stand alone homes (112) from Declarant to owner control. Our Bylaws call for a 50% quorum at an Annual Meeting to conduct business, elections, etc. Our past records indicate we have never had more then 34% of owners attend any owners meeting and that was at the recent one where we tried hard (signs, banners, newsletter, etc.) to get people to come out and discuss the transition. Prior to that heavily advertised meeting, the largest turnout ever (over 7 years) was 20% or less.

Our management company (very experienced) has told the BOD that a 20% Quorum is best and usually more achievable to make things happen. The BOD (myself included) agree.

Well I have devised a plan that I consider legal and above board. That having been said, the plan could also be considered "sneaky" for lack of a better word. Understand that the majority of our owners are smart, bright people but many are in their first HOA plus they are not familiar with Proxies.

I say the BOD could send out a "nicely worded" letter that would have a proper/legal proxy attached that would "lead" the average person to sign and return the Proxy. Basically the Proxy would establish a Quorum and approve the Bylaw change from 50% to 20%. It would be drawn up by our lawyer and entirely legal so no Internet lawyering responses please.

That said, in my heart of hearts it borders on deception, and remember I am the author/originator of such an idea.

Do not play Internet lawyer in your response.

Respond with your heart of hearts.

Thanks.

Well here's the issue, everyone signed a Contract aka HOA deed restriction that has the stated Goals of your Community HOA. Make it clear to them that this only applies to conducting the day to day business that's already in the By-laws and that it's not a waiver like say to have the Board make changes to the Deed Restriction/by-laws or the CRC's or any restrictive generating subjects just the day to day operating and you need the amount down to 20% just for that. Most are probably thinking that they're giving up their rights and are just ignoring those leaflets.

You can send out all the leaflets you want but if they're not being told exactly what's it's for they may send those votes in if their educated what's the lowering too 20% voters is actually is used for..

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