DianneF1 (North Dakota)
Posts: 2
Posts: 2
Posted:
Please advise as to what actions a board can take regarding email. Our state laws are void on this subject.
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Can HOA Board vote via email
Started by DianneF1 • 10 replies • 1880 views
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GenoS (Florida)
Posts: 4,276
Posts: 4,276
Posted:
Your state laws should nevertheless have something in them about corporations and how they are to be organized and governed. I'd start there, assuming your association is incorporated. What constitutes a board meeting? What constitutes a quorum of directors? Where and when and how may they vote? What do your bylaws say about board meetings and votes?
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
Welcome to the forum, Dianne. I always am curious about posters. Are you on the board? How many directors are there on your HOA's board? How may homes are in your HOA? I think you're asking if a board can make decisions, i.e., vote, by email--right?
Geno gives you a good starting point.
Another place to look is in your own bylaws, which you do have if you're a corporation. Bylaws usually say how many board meetings there should be a year and how the meetings should be organized. They also state how many directors must be present at a board meeting to constitute a quorum without which you may not conduct business.
In CA, boards can only "meet" online if there is an emergency and then every director must be involved, and all must consent to the motion for action.
In CA and some other states, absent directors may attend and participate by telephone.
I have never heard of a board meeting where a director is permitted to attend, say, by email and I have no idea how that could work. but I'm thinking that I don't understand your question.
Geno gives you a good starting point.
Another place to look is in your own bylaws, which you do have if you're a corporation. Bylaws usually say how many board meetings there should be a year and how the meetings should be organized. They also state how many directors must be present at a board meeting to constitute a quorum without which you may not conduct business.
In CA, boards can only "meet" online if there is an emergency and then every director must be involved, and all must consent to the motion for action.
In CA and some other states, absent directors may attend and participate by telephone.
I have never heard of a board meeting where a director is permitted to attend, say, by email and I have no idea how that could work. but I'm thinking that I don't understand your question.
DianneF1 (North Dakota)
Posts: 2
Posts: 2
Posted:
I would like to know what decisions a board can make via email. Can they vote on issues, etc.
TimB4 (Tennessee)
Posts: 21,059
Posts: 21,059
Posted:
Quote:
Posted By DianneF1 on 07/19/2015 11:57 AM
Please advise as to what actions a board can take regarding email. Our state laws are void on this subject.
Please advise as to what actions a board can take regarding email. Our state laws are void on this subject.
Regarding E-mail how?
When to use it?
When not to use it?
Can it be used at all?
Must it be used if requested?
A little more specifics on your question would be helpful.
Typically it all depends on what laws do exist for your State.
If an open meeting, then e-mail can not typically be used to skirt the open meeting requirement.
If actions without meetings are authorized, E-mail can be used for actions without meetings.
You can't force a member to utilize e-mail.
GenoS (Florida)
Posts: 4,276
Posts: 4,276
Posted:
Quote:
Posted By DianneF1 on 07/19/2015 5:21 PM
I would like to know what decisions a board can make via email. Can they vote on issues, etc.
I would like to know what decisions a board can make via email. Can they vote on issues, etc.
You're gonna have to do better than that because the best answer anyone can give you at this point is, "It depends".
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
Yes, Dianne, please give us specifics.
LarryB13 (Arizona)
Posts: 4,099
Posts: 4,099
Posted:
Quote:
Posted By DianneF1 on 07/19/2015 5:21 PM
I would like to know what decisions a board can make via email. Can they vote on issues, etc.
I would like to know what decisions a board can make via email. Can they vote on issues, etc.
As far as I know, every state has a body of law to regulate non-profit corporations. Some states have additional laws regulating owners associations and those statutes may prevent an association from doing things that are legal for other non-profits.
In my state, a board of directors for a non-profit that is not an HOA may meet and vote electronically without limitation. HOA's, on the other hand, must adhere to the open meeting laws.
Unless your state has open meeting laws that apply to owners associations, the board likely may meet and vote electronically on whatever terms they establish. If you are not satisfied with this, you should have the power to arrange a members' meeting and vote for bylaws that would require open meetings.
California seems to have the most comprehensive statutes and court decisions regarding open meetings. There is no reason why you cannot model open meeting bylaws on their statutes. The following is a link to a website with a lot of California-specific open meeting information:
http://www.davis-stirling.com/MainIndex/BoardMeetingMenu/tabid/263/Default.aspx#axzz3gTiyO9kz
TimB4 (Tennessee)
Posts: 21,059
Posts: 21,059
Posted:
Quote:
Posted By DianneF1 on 07/19/2015 5:21 PM
I would like to know what decisions a board can make via email. Can they vote on issues, etc.
I would like to know what decisions a board can make via email. Can they vote on issues, etc.
Do your State Statutes or Governing documents have an open meeting requirement?
Does your State statutes or Governing documents allow actions without a meeting?
RichardP13 (California)
Posts: 3,868
Posts: 3,868
Posted:
Based on Chapter 10-33 of the North Dakota Non-Profit Corporation Act, the answer is yes. They may take action without a meeting, there are rules specifying whether board meetings are open and yes they can take action by email.
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
Citing this law for Dianne may help her a lot, Richard. She wrote that her state laws don't talk about this topic.
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