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LindaC3 (Florida)
Posts: 526
Posted:
Good Day Group--- I recieved an email last night posted to our neighborhod forum inquiring as to how many meetings in a row can a Board Member miss and if they are continually absent what is the usual recourse...This issue IS NOT addressed in any of our documents...........thanks bunches LindaC...........I am in an HOA in Florida
RobertG (Arizona)
Posts: 505
Posted:
How many meetings are you willing to let them miss? If there are no rules that specifically address this issue, then the community should consider what to do about the issue.

As a point of Fiduciary Duty responsibility, board members are supposed to:

"Duty of Care can be defined as the amount of care that an ordinarily prudent person would exercise in a like position and under similar circumstances. This means that a board member must exercise reasonable care when he or she makes a decision for the nonprofit.
In order to meet the reasonable care standard the board members must take an active and informed role in decision-making. They should be sure to attend board meetings on a regular basis and be actively involved in those meetings. They must ask questions about matters that are unclear or if they feel they need more information. While they can rely, in part, on recommendations and information provided by others (including committees, outside professionals and knowledgeable staff members), they must make independent decisions based on that information."

If they are not exercising their responsibilities, then the homeowners can always remove them from office.
BradD2 (Florida)
Posts: 418
Posted:
Are you certain your documents don't address it in the by-laws or articles of incorporation? Ours say 3 and then your seat is vacant.

I would be hesistant to remove a board member based on something not specifically in your documents or FS 720.
GloriaM (North Carolina)
Posts: 829
Posted:
Linda:

Most documents state 3 consecutive meetings missed the rest of the board could vote to remove the one member. If your documents do not have clarity on this subject, I would suggest this being a good standard to follow.
LindaC3 (Florida)
Posts: 526
Posted:
BradD2------ went back and read thru EVERY document and there is NOTHING that addresses how many meetings you can miss....The problem is that some of our BOD are seasonal people and have packed up and left for the summer..They will be missing 6 meetings in a row..........I had some concerns about this back last year when we getting the names of folks who are running for a seat...Had some deep concerns with people who were running and not what I considered "full timers".those that leave the State for months...Of course my suggestion to address this was "fluffed" off as silly...... They felt as long as we had quorum it was okay.... Bunches of us here feel that it is NOT OKAY to have people run for the board then not bother to be here for input........ LindaC
RogerB (Colorado)
Posts: 5,067
Posted:
Linda, the solution is to amend the By-laws. You can not prevent any owner in good standing from running for the Board so you need a means to remove them if absent. I suggest "Any Board member who is absent for any 3 Board meetings within 12 consecutive months is automatically dismissed from the Board; and at the third meeting in which the Board member is absent the Board members present may appoint a member to fill the vacancy.
LindaC3 (Florida)
Posts: 526
Posted:
RogerB...........This is an EXCELLENT suggestion and I THANK YOU and will pass on to our BOD..........LindaC
RobertG (Arizona)
Posts: 505
Posted:
Another option, though the board members still may not particpate is to have them participate via a conference call during the board meeting. Obviously, you need to check bylaws to be sure it is legal. Just an idea.
LindaC3 (Florida)
Posts: 526
Posted:
RobertG..............We do not have phone service at our Lodge where the meetings are held to be accomodating to out of town BOD members.................But thank you for your suggestion LindaC
PaulM (Pennsylvania)
Posts: 1,347
Posted:
Roger & Linda:
I agree the solution is to amend the Bylaws. However, if you state a B-member cannot be absent for 3 meetings within 12 consecutive months, that will not solve the problem with these members who will be absent 'consecutively' due to their being away from the community for a considerable time within the 12 months.

The phrase to capture these Board members may be 'seasonal members', meaning they are absent from the community based on the season of the year. Whether the community wants to elect or
now retain seasonal B-members may be the question.

Good Luck Linda.

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