Amendments to CC&Rs and Bylaws

I am asking for input on a portion of the communications process used to amend the Covenants, Conditions, and Restrictions and the Bylaws of a client association.

As background, we have researched the quorum and approval percentages required to seek amendment approvals and the administrative processes to be followed as described in both documents. After several discussions during Board meetings, we obtained guidance from the Board as to what they would like to accomplish. After consulting with the association attorney, we redlined the documents and sent them to him for review. The redlines have been returned with his changes and are now formatted for Board review.

We will host town hall meetings with homeowners beginning next month to provide an informal forum in which to discuss the proposed changes. Here is the essence of my request for your input:

Going into the town hall meetings, would you recommend providing a bulleted outline of the proposed changes to the documents, with rationale, in the invitation to the meetings, or would you recommend providing the outline and the actual redlines? We know the actual redlines have to be included in the meeting notification package, we are going back and forth about the effectiveness of providing the redlines prior to the town hall meeting. We tend to think the redlines will be read by only a very few; the reproduction and postage expenses will be quite large.

We plan to have copies of the redlines at the meeting if an attendee requests a copy, we will also send a PDF copy if requested.

Secondly, when we send the formal meeting notice, including the redlines, would you recommend sending both the CC&Rs and the Bylaws in their redlined entirety, or would you recommend sending only the pages with changes? If you have worked with redlines, you know the pagination goes south until the final changes are accepted. More wasted paper.

There are several reasons why the Board wishes to make changes, all but one are administrative. The one category which is not provides explicit language to allow the use of electronic communications (which were not prevalent when the documents were drafted), provides for electronic distribution of certain required notices (if the property owner opts in), and provides for late payment charges and an out of compliance fine structure.

Your thoughts?

We had a document just with the 5 changes on it. That way the owners could see the "abridged version" of the proposed changes. It made it easier than everyone having to read the redline version. Ours basically removed ALL references to the builder that was no longer in charge. Plus we had gone to separate water meters.

A helpful thing we did was being able to get out of the "special meeting" requirement. That way it helped us to be able to go door to door or gather votes outside the meeting. Our lawyer drafted another document/petition that one agreed to cast their vote without attending a special meeting. Basically you signed off on giving up your right to vote at a special meeting.

In the end we turned in 2 documents of signatures. One with the vote for the changes and the other giving up the vote at special meeting. It is important to have this document when you submit the changes at the courthouse. There is also a filing fee for this. All in all it cost us nearly 3K and 2 years...

We sent out full wording by email, and gave a deadline for comments and questions before the vote. We only got a few. We didn't have a town meeting. Then we delivered/sent out everything on paper for the final vote, but we still got suggestions for changes during the voting and we almost had to revise it again. People didn't read it thoroughly the first time via email version, but when they had to vote they finally read it over and started making suggestions.

So next time we do an amendment, we will probably send it out on paper both times, with a hard deadline for suggestions and maybe an email reminder of the deadline.

You may think your amendments are perfect and 100% ready for a vote, but people will find typos and/or improvements right up to the final vote.

I would sent full versions on paper both times. Hope this helps.

I would like to mention the ability to "skip" the special meeting to gather votes allowed us to also gather from absentee landlords. We could mail them or have their tenant deliver them the changes to sign to return. Giving up your "right" to cast your vote at the special meeting really helped us tremendously in communicating the situation/changes.

It sounds like your issue is that this was a board imposed changes you are trying to adopt. Which is NOT going to work well and you are going to get a million suggestions. Here is your core issue. The reason being is when you propose changes to your HOA by laws and CC&R's it is NOT per the board's wishes. It is to reflect the will and wishes of the ENTIRE membership.

The board is to listen to what the membership wants and then draft up the changes. The board has to act of course as the head of reason. You can't do every change or suggestion. However, since the board is to represent ALL the owners, then they should be doing that by LISTENING to their members.

Don't get that confused in trying to run your HOA as if the board is the Parent...Your not. Your their REPRESENTATIVE.