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KathleenW3 (Florida)
Posts: 2
Posted:
I am on a HOA board. We have 4 members. Pres, Secretary, Treasurer and VP. One member is the Treas and also VP and I was designated just as Director.

I am feeling that they are having their own communications and decisions between themselves and then only telling me what they want me to know. For example, the BOD meeting date was recently changed and the Pres sent an email stating the new date and only checked with the other 2 members availability and did not include me to see if I was available. This seems minor but can see from some emails that communications had gone on and I find out later in the conversation/decision. I also got an email to me that referred to "the board" and "we", in reference to a decision the three of them made.
As a side note, no one has been elected in many years. We have just volunteered.

In Florida, can they give 2 officer titles to one person when there is another available? Am I any lesser of a board member than the others? Am I entitled to the same communications as the other board members? How should I handle?

JohnB26 (South Carolina)
Posts: 1,001
Posted:
Perform YOUR Fiduciary Duty:

Read the Covenants until you understand.

Read the Bylaws until you understand.

Read the Florida non profit corporate law statute until you 'grasp' the intent.

THEN

ask questions

ps. unless y'all were elected y'all may not actually BE directors
TimB4 (Tennessee)
Posts: 21,059
Posted:
Contrary to John's approach, no you are not 2nd class citizens.

As for the ability for one individual to hold two offices, that can depend on language within your governing documents and applicable statutes.

The typical applicable FL statutes are:

FL-718 CONDOMINIUMS applicable if your development is considered a condominium.

FL-720 HOMEOWNERS’ ASSOCIATIONS applicable if you are not a condominium, time share or mobile home park. Typically, single family homes and, perhaps, town homes.

FL-617 Florida Not For Profit Corporation Act. Applicable if your Association is incorporated as a non-profit (most are but check to be sure).

Per the corporation statute, (4) The same individual may simultaneously hold more than one office in a corporation.

As for not receiving e-mails, politely keep asking for them. Something like, Did an e-mail go out about that? I didn't receive it, please send it to me again.

If they still shun you, you will need to make a decision - stay and live with it, resign or fight. What I mean by fighting would be organizing a recall of those directors and replace them with individuals who will include everyone.

JohnB26 (South Carolina)
Posts: 1,001
Posted:
.... that can depend on language within your governing documents and applicable statutes.


I will repeat:

Read the Covenants until you understand.

Read the Bylaws until you understand.



Tim did, however, phrase the SAME RESPONSE more politely. I pointed out(admittedly brusquely) that actually reading the 'governing documents' would, in fact, be part of one's Fiduciary Duty.


JohnB26 (South Carolina)
Posts: 1,001
Posted:
The issue of UNELECTED directors still remains !
GreggT (Florida)
Posts: 77
Posted:
The 2nd part of your question has been answered, yes they can.
On the 1st part, not saying this is true in your case but we have one board member ourselves that sometimes gets left out. He really does not have a firm grasp of the issues facing us, he does not really want to roll up his sleeves and get involved in the heavy lifting (so to speak), many times he just gets left out mainly because he does not seem to want to be in the middle of anything, just give his opinion after the fact. We have quite a few votes 4-1 just because his lack of knowledge on the issues.
If you are being ignored, look honestly at yourself and try to figure out why. After that don't just sit back but start pushing yourself to be included, ask questions, do some of the leg work for the group, I can guarantee if you do this, in most cases your actions will be welcome.
SheliaH (Indiana)
Posts: 6,964
Posted:
As a board member, you have a right and responsibility to be on any conversations. This sounds like you have a personality conflict with one (or all) of the board members - has there been a disagreement or two (or more) recently? If so, the next time all of you get together, you need to clear the air so you can move forward.

The real answer may be in your statement "as a side note, no one has been elected in many years. We have just volunteered." Perhaps the others like doing whatever they want without having a fourth person (you) messing things up by...asking important questions abut the budget, rules enforcement and other things that could put your association in a hell of a lot of trouble if they aren't being done right.

Board members should be elected, so where are the rest of the homeowners? Apparently, they're happy the way things are boing done, not realizing they could be setting themselves up for a hot mess if the money goes funny and maintenance doesn't get done. If you want to stay on the board, you'll need to educate the other homeowners as to what's going on (if you have copies of emails that don't list you as a recipient, they may find that tidbit fascinating).

But if you do quit, that shouldn't stop you from keeping an eye on what these people are doing because you're still a homeowner. If you have to be the proverbial thorn in the side, so be it - your quality of life and ultimately your property values are at stake.

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'm thinking that Sheila a makes a lot of sense based on what you've written, Kathleen.

But others are right too. What do your bylaws say, especially? Do they say you may have 4 directors (many bylaws specify an odd number). Also the bylaws will say to what extent two offices can be held by one person. They might feel you're too new to be an officer.

What do your bylaws say about elections to the board? What do FL statutes say?

But what seems most troubling is that HOA meet ins FL must be open to owners, notices must be posted, etc. it sounds like your Board is making decisions outside of meetings! That's not legal (but don't even think about suing!).

Are there former directors you can talk to?? Or a property manager?

Btw, what size is your HOA? Detached homes, condos, or??
NpS (Pennsylvania)
Posts: 4,216
Posted:
Quote:
Posted By SheliaH on 04/02/2015 10:28 AM
As a board member, you have a right and responsibility to be on any conversations.

Sound advice.
If they're not notifying you, they're not doing their job. If you're not asserting your right to participate, you're not doing yours.

Sikubali jukumu. Read all posts at your own risk.
TimB4 (Tennessee)
Posts: 21,059
Posted:
Quote:
Posted By JohnB26 on 04/02/2015 9:59 AM
The issue of UNELECTED directors still remains !

I expect due to lack of election or volunteers, governing documents/applicable statutes allow appointment.

Typically, Corporate laws allow a Director, even if their term has expired, to remain in that position until a replacement has been elected/appointed or they resign (which ever occurs first).

JonD1
Posts: 2,350
Posted:
Quote:
Posted By KathleenW3 on 04/02/2015 6:19 AM
I am on a HOA board. We have 4 members. Pres, Secretary, Treasurer and VP. One member is the Treas and also VP and I was designated just as Director.

I am feeling that they are having their own communications and decisions between themselves and then only telling me what they want me to know. For example, the BOD meeting date was recently changed and the Pres sent an email stating the new date and only checked with the other 2 members availability and did not include me to see if I was available. This seems minor but can see from some emails that communications had gone on and I find out later in the conversation/decision. I also got an email to me that referred to "the board" and "we", in reference to a decision the three of them made.
As a side note, no one has been elected in many years. We have just volunteered.

In Florida, can they give 2 officer titles to one person when there is another available? Am I any lesser of a board member than the others? Am I entitled to the same communications as the other board members? How should I handle?


Kathleen

How long have you served on your board?

And the other board members how long have they been around?

What is your relationship like with the other members of the board?

Do you have conflict or issues with the other board members?

Why do you think the others are working around you? Have any idea?

If this any reason you find yourself being the odd woman out?

Many times in similar situations there is some history that has gotten you to this point.

Unless you understand why difficult to change.

AnnH5 (Florida)
Posts: 304
Posted:
Refer to Florida Sunshine State Laws. In Florida, it is illegal for Board members to discuss board/hoa business outside of a board meeting. Discussing hoa matters and making hoa decisions outside of sanctioned, posted meetings is a no-no. If things are such that there are a lot of issues that need to be addressed beyond a regular monthly meeting, I would suggest a more frequent meeting schedule.

KarenC15 (Florida)
Posts: 118
Posted:
Our FL BOD talks, coordinates, makes decisions outside of meetings. During the meetings they will argue and vote on something once in a while, but they chalk everything else up to "managing the property." For example, they apparently "spoke" and decided to remove large hedges and an oak tree, while changing other landscaping entirely. They also talk about members and coordinate having the PM send violations letters without going through a rules committee or checking details. In the past, this coordination has led to letters being sent to homes for ridiculous things (for example, they send a tow notice to someone about a car that they did not own or even know about, etc.). I don't agree, of course, because I believe members have a right under FL Sunshine Law to hear those discussions and debates that are occurring in the street, via email or in a board member's garage or living room.

Hatred is contagious, so one should work to avoid it.

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