Florida HOA Boards and email

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AnneB4 (Florida)
Posts: 19

Posted:

I am on a board in Florida and we have recently changed MCs. The new MC is telling our president that nothing should be done via email as it will constitute a meeting and therefore a violation of the state statues. I am not of that opinion. I believe that if there are no decisions made or proposals voted on, it does not constitute a meeting, which in Florida are required to be open to members, unless meeting with the attorney. In the interest of keeping meetings to a reasonable time, I believe it is imperative that board members have access to information before the meetings so they can come to the meeting with any questions already in hand regarding a proposal or having already read minutes that need to be approved. We also have a very low turnout of homeowners and having them sit in the audience while we read proposals and minutes doesn't make for a good meeting. And yes, I know the Board meeting are really just for Board members and not homeowners. What I'd like to know, is if there have been any legal rulings specific to emails or if it is all open to attorney interpretation?

LarryB13 (Arizona)
Posts: 4,099

Posted:

Anne,

I am not familiar at all with Florida's open meeting laws although we do have one in my state. I recall finding an opinion on the Davis-Stirling website where the courts held that the purpose of the open meeting law was to make the entire deliberative process transparent; to that end, the court held that information on which a decision would be made should be presented during the open meeting and not beforehand. That would make the presentation of materials by email wrong. Davis-Stirling applies to California but it is common practice for courts in one state to cite cases from other states so I would not automatically dismiss CA decisions.

It just occurred to me that you might be able to skirt the issue by posting whatever material you wish the board to see on a website and maybe an old-fashioned billboard. If the material is available to all, and not just board members, it would seem to comply with the intent of the open meeting laws.

DouglasK1 (Florida)
Posts: 2,046

Posted:

Can you clarify what you are using email for? Is it just to disseminate information to board members, perhaps in preparation for a meeting? I can see where there might be some concern about voting and making decisions by email, but not for just sending info.

For example, I'm treasurer for my association. Before each meeting I compile financial reports and send them to the other board members so they can review before the meeting. At the meeting, I have a few paper copies to give to attendees other than the board, so they are getting the same info, just not at the same time. As far as I know, this doesn't violate any laws. Realistically, if any homeowners wanted they info ahead of time, I'd be happy to add them to the email list too, but apathy reigns here.

Escaped former treasurer and director of a self managed association.

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By LarryB13 on 12/23/2015 12:44 PM
Anne,

I am not familiar at all with Florida's open meeting laws although we do have one in my state. I recall finding an opinion on the Davis-Stirling website where the courts held that the purpose of the open meeting law was to make the entire deliberative process transparent; to that end, the court held that information on which a decision would be made should be presented during the open meeting and not beforehand. That would make the presentation of materials by email wrong. Davis-Stirling applies to California but it is common practice for courts in one state to cite cases from other states so I would not automatically dismiss CA decisions.

It just occurred to me that you might be able to skirt the issue by posting whatever material you wish the board to see on a website and maybe an old-fashioned billboard. If the material is available to all, and not just board members, it would seem to comply with the intent of the open meeting laws.

I, more than anyone here, would love to see the case law that supports the Open Meeting Act in California. If it was published case law, then ANY HOA and their members could use that for a basis to conduct Open Meetings in their own state.

I know the background of California's Open Meeting Act and it had nothing to do with the presentation of information.

The issue Anne is bringing up or re-questioning is what states consider "Actions without a Meeting" which California banned except for in "emergency" situations. Problem was that Boards didn't follow protocol in informing the membership and including the item(s) in the next meetings minutes.

KerryL1 (California)
Posts: 14,550

Posted:

Anne is specifically asking about discussions among directors, NOT decisions, Richard, so "action without a meeting" is not an issue with the OP.

Our Board of 7 is having our Dec. open mtg. on 12/29. This morning all directors rec'd financials and a few other reports online. If any of us have questions, we contact the PM and ask her. We do NOT copy one another. I could if I wanted to, though, be involved in an email discussion with other directors if we comprised less than a quorum of the board.

Later today, we directors will each receive a binder with materials for our 12/29 open meeting. There are several action items that we will vote on on 12/29. In CA, a quorum of us directors may not email or contact one another & discuss these items. But I can touch base & query two other directors if I wish.

The purpose is so Owners can see and hear the deliberative process, NOT just the decisions. (I'm NOT saying there is case law about this.) I believe this also is the purpose of the FL & AZ open meeting laws. In this approach, Owners are central, whether or not they attend, they have the right to see the Process by which decisions are made.

I don't think this works against "keeping meetings to a reasonable time" IF directors do their homework & come to the meetings properly prepared.

So, Anne, doesn't your MC compile materials for your next open meeting & give them to you directors in advance so you can study them??? Aren't the draft minutes there, so that a simple approval by consensus can be done at the mtg. if there are no a corrections??

It would, of course, be ridiculous to have a bunch of materials--proposals, insurance policies, etc., to study on the spot!

GenoS (Florida)
Posts: 4,276

Posted:

Florida HOA law says that if a quorum of directors gathers to discuss HOA business then it's a meeting. No votes or decisions needed to qualify. But that doesn't mean you can't use email period. We don't have a PM but some of us Directors attended the training course required in Florida earlier this year that was given by a local PM company. He said it was perfectly fine to send copies of letters, contracts, monthly financial reports and committee reports back and forth through email as long as their purpose was in the vein of "For Your Information".

Asking via email for directors votes on an issue would be a no-no. The idea being that the homeowners have the right to also attend and observe all board meetings. Passing things around through email is probably fine as long as there's limited commentary that goes along with it. A contract proposal, for instance, which will be taken up during the next open board meeting is fine. That same proposal with a notation in the email that says, "I'm in favor of this and will be voting to approve it," is probably not fine.

If you consciously separate the deliberating and decision making out from the materials being shared then I think you're OK on legal, moral and ethical grounds (in my not-a-lawyer opinion).

AnneB4 (Florida)
Posts: 19

Posted:

We have a very "active" president who when she is out will take pics of violations and email them to the MC and copy all of the other Board members. We have emailed the MC regarding items to put on the agenda, meeting time changes, requests for proposals for work, general business items that shouldn't require a meeting. We close a gate each evening that goes to our cabana area and will email if one of is going to be out of town and needs another member to close it. Very basic stuff.

AnneB4 (Florida)
Posts: 19

Posted:

The MC will sometimes send the agenda and the draft minutes along with the financials, but that is it. We don't get proposals in advance. I wish we did. I like to read things through, jot down any questions I may and then in another day or 2, make a second read to see if I have other questions.

RichardP13 (California)
Posts: 3,868

Posted:

Kerry

I am afraid you don't understand the purpose of the Open Meeting Act in California. The purpose of the Open Meeting Act was allowed Members to meetings that were not designated as Executive or privileged. Time was also to be set aside for Open Forum, although the problem is when should it be placed on the agenda. An agenda had to be posted 96 hours prior to said meeting and it HAD to list ALL the items to be discussed and action to be taken, no more "old business", "new business". Why? To give the owner or member prior knowledge on a topic that they may have interest in and would like to speak to that subject.

This misinterpretation of the emails was to end "Actions without a Meeting". Period. AWM was abused and I was glad to see the practice for HOA's ended. HOA's are corporations.

I have opinions from well respected attorneys in the HOA field that believe the Open Meeting Act is being misinterpreted.

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By GenoS on 12/23/2015 1:38 PM
Florida HOA law says that if a quorum of directors gathers to discuss HOA business then it's a meeting. No votes or decisions needed to qualify. But that doesn't mean you can't use email period. We don't have a PM but some of us Directors attended the training course required in Florida earlier this year that was given by a local PM company. He said it was perfectly fine to send copies of letters, contracts, monthly financial reports and committee reports back and forth through email as long as their purpose was in the vein of "For Your Information".

Asking via email for directors votes on an issue would be a no-no. The idea being that the homeowners have the right to also attend and observe all board meetings. Passing things around through email is probably fine as long as there's limited commentary that goes along with it. A contract proposal, for instance, which will be taken up during the next open board meeting is fine. That same proposal with a notation in the email that says, "I'm in favor of this and will be voting to approve it," is probably not fine.

If you consciously separate the deliberating and decision making out from the materials being shared then I think you're OK on legal, moral and ethical grounds (in my not-a-lawyer opinion).

Geno,

I agree with you 110%. Discussion is one thing. If I was the one making the proposal I want to make sure everyone has the information to make an informed decision when the proper time comes.

I have directors show up to meetings without even opening the prepared packet delivered a week ahead of time. If two of them did it, I would shut dowmn discussion and make the two look bad to the owners.

I might send agenda items to review before finalizing. I would send draft minutes to review and correct and have the finalized version to vote upon.

I won't be handcuffed trying to properly run a business.

KerryL1 (California)
Posts: 14,550

Posted:

I think your Board should request that your MC give each director a board book, board packet or directors report a few days prior to every open mtg. Or is that service not in their contract with you, Anne? Do you have an onsite mgr.?

Proposals surely should come to directors in advance of meetings. I guess I'm wondering why they do not.

The items you mention sound OK; they're basic operational & scheduling matters, yes? But, if the violation your prez sends to all directors will be on agendas, Im not so sure about that one!

And Geno's approach looks really good and makes perfect sense for an HOA without an MC. Informations sharing, but not opinions about the upcoming agenda items, e.g., proposals.

What we cannot do in CA and I think you cannot either, is discuss & debate agenda items, --among a quorum of the Board-- outside of open meetings.

KerryL1 (California)
Posts: 14,550

Posted:

Ah, Richard. To allow members to attend meetings isn't the whole story about the purpose f the Opne Meeting Act in CA. So members show up with posted agendas in hand and the board convenes.

Prez, says, Item I A and the Board votes. The prez says Item I B and the board votes. Etc. No deliberation, no discussion no debate on any item. Is that all right, Richard? How could a Board possibly vote without discussion or debate on ANY item??

The way they could do this would be, as our old nasty board did, discuss & deliberate in secret. They simply were "decision announcers." How do I know this? Because once on the board, I read old executive session minutes and that's where most of the action took place--illegally. I also read many series yes of emails where items were discussed and debated among a quorum--illegally.

If you want to debate the very vague "misinterpretation" of the CA Open Mtg. Act, I invite you to start a new thread about it, Richard.

I disagree there's any "problem" about "when" open forum can be held. It's up to individual HOAs. And our agendas still say Unfinishd Biz, with a list of items and, next, New biz, with a list of agenda items. What is wrong with that??

RichardP13 (California)
Posts: 3,868

Posted:

Kerry

Sorry, I was on CLAC when the first Open Meeting Act was passed, so I believe I have a little more insight than you do.

Item 1A is the minutes, seeing no discussion, all in favor.
Item 1B is the financials, seeing no discussion, all in favor.

As far as when Open Forum should be placed, it should be PRIOR to votes taken on old or new business. THAT was the intent of the Open Meeting Act and the new rules for posting agendas. My association used to have open forum at the end AFTER all the decisions had been made. If the owners have no voice, why the hell have meetings in the first place.

A "meeting" is defined as:
A congregation of a majority of the members of the board at the same time and place to hear, discuss, or deliberate upon any item of business that is within the authority of the board. (Civ. Code §4090(a).)

That is Civil Code, not some attorney's opinion.

How is an email a meeting "at the same place and time"? I have directors use both work email addresses and some either work or just home email addresses. Some who have business email won't see an email until, the next day. Conversely, someone at work may not check their home email until later that evening.

Again, pure and simple, this above was to do away with Actions without Meetings.

KerryL1 (California)
Posts: 14,550

Posted:

Here's how it was around here until the good guys were elected. For none of the below would their be ANY discussion or debate AT Open mtgs. Just votes. Let's change up the agenda #s so you don't get confused. Cearly Owners would be interested in how these decisions were reached.

V. New Business

A. Remove all Potted Plants/Pots from Lobbies

B. Raise Gym Temperature

C. Move $300,000 from Construction Defect Fund Accounts to Reserves

D. Increase Permitted Time to Park at Circle Drive Entrances from 15 to 30 Minutes

As I've written repeatedly, we hold two open forums, one after the meeting has been called to order and the Ex. Sess. summarized, and a second after all agenda items have been handled. As I've told your repeatedly, at least 2-3 times a year, Owners at the 2nd open forum have persuaded the Board to vote to "reconsider a decision previously made." And, for some, we have indeed changed our vote. Why is that a "problem"?

I also have cited the exact statute concerning emails and a series of email among a quorum of directors about board agenda items as forbidden.

I'm very familiar with the background too, Richard, and I simply don't accept you as an authority on this matter. Try a new thread....with...better...evidence...

AnneB4 (Florida)
Posts: 19

Posted:

Quote:

Posted By KerryL1 on 12/23/2015 2:37 PM
I think your Board should request that your MC give each director a board book, board packet or directors report a few days prior to every open mtg. Or is that service not in their contract with you, Anne? Do you have an onsite mgr.?

Proposals surely should come to directors in advance of meetings. I guess I'm wondering why they do not.

The items you mention sound OK; they're basic operational & scheduling matters, yes? But, if the violation your prez sends to all directors will be on agendas, Im not so sure about that one!

And Geno's approach looks really good and makes perfect sense for an HOA without an MC. Informations sharing, but not opinions about the upcoming agenda items, e.g., proposals.

What we cannot do in CA and I think you cannot either, is discuss & debate agenda items, --among a quorum of the Board-- outside of open meetings.

We received a board packet, but it didn't always have proposals in it. As far as violations, they were never discussed in a meeting, the MC would just send them out. We have never made any decisions regarding any of the things that need to be voted on. Personally, I don't get how people looking at email at different times of the day can constitute a quorum, but I'm not an attorney. What I'd really like to find out is whether or not there have been any legal rulings regarding the use of email by Board members

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By KerryL1 on 12/23/2015 4:02 PM
Here's how it was around here until the good guys were elected. For none of the below would their be ANY discussion or debate AT Open mtgs. Just votes. Let's change up the agenda #s so you don't get confused. Cearly Owners would be interested in how these decisions were reached.

V. New Business

A. Remove all Potted Plants/Pots from Lobbies

B. Raise Gym Temperature

C. Move $300,000 from Construction Defect Fund Accounts to Reserves

D. Increase Permitted Time to Park at Circle Drive Entrances from 15 to 30 Minutes

As I've written repeatedly, we hold two open forums, one after the meeting has been called to order and the Ex. Sess. summarized, and a second after all agenda items have been handled. As I've told your repeatedly, at least 2-3 times a year, Owners at the 2nd open forum have persuaded the Board to vote to "reconsider a decision previously made." And, for some, we have indeed changed our vote. Why is that a "problem"?

I also have cited the exact statute concerning emails and a series of email among a quorum of directors about board agenda items as forbidden.

I'm very familiar with the background too, Richard, and I simply don't accept you as an authority on this matter. Try a new thread....with...better...evidence...

You haven't heard a thing I have said. You have posted an attorney's opinion, not statue!

Hallelujah and all that hoopla, but it doesn't happen your way in the majority of HOA's. Stay really cozy in your ivory towers.

KerryL1 (California)
Posts: 14,550

Posted:

Anne, in CA, the statute forbids a quorum of directors becoming involved in a "series" of emails about Board business..

But what you need to know are FL statutes.

Your wrote, Anne: "We have never made any decisions regarding any of the things that need to be voted on." Are you saying that the Board meets but never votes?? orry, that I'm not grasping this.

Richard, If you'll start a new thread and be really specific with your statutes, I may "hear" you.

RichardP13 (California)
Posts: 3,868

Posted:

Posted By KerryL1 on 12/23/2015 7:47 PM
Anne, in CA, the statute forbids a quorum of directors becoming involved in a "series" of emails about Board business..

Would you mind citing where it says what you just wrote, besides some attorney's opinion.

It might be best if you become the spokesperson for California.

AnneB4 (Florida)
Posts: 19

Posted:

Quote:

Posted By KerryL1 on 12/23/2015 7:47 PM
Anne, in CA, the statute forbids a quorum of directors becoming involved in a "series" of emails about Board business..

But what you need to know are FL statutes.

Your wrote, Anne: "We have never made any decisions regarding any of the things that need to be voted on." Are you saying that the Board meets but never votes?? orry, that I'm not grasping this.

Richard, If you'll start a new thread and be really specific with your statutes, I may "hear" you.

We never made any decisions via email, sorry if that wasn't clear.

AllisonD (Florida)
Posts: 449

Posted:

In Florida, county and city governments which are subject to sunshine laws often get supporting material to go along with the agenda. Additionally, the folks who have a stake in the agenda item (a community organization or government staff member, for example) can speak to the board members individually and give them information and allow them to ask questions so they have as much background information as possible. These meetings are scheduled by their staff assistants. HOA board members do not have the luxury of having staff or may not have the time to permit residents sit and meet with each individual board member. But the sunshine law that works for Florida government is something we should emulate. Except for an emergency situation, all votes and general discussions between board members should occur during a properly noticed meeting. But gathering information before the board meeting is commonplace. If board members have knowledge of the situation and want to convey something informational via email, I think its ok to do that too. But the actual discussion between the board members and vote should take place during the board meeting.

As an example, if I receive an ARB request from a resident for house painting, and they have chosen the approved colors for our HOA, we will pass it around and sign off on it and it gets ratified at the next meeting. But if the ARB request contains a paint element that is different, I will email it to the board, tell them what is different about this ARB, maybe let them know some other pertinent info and then tell the board it will be on the agenda for the next meeting. A board member might email back and ask a question like do any other homes have this modification and get the answer. But we save the actual discussion for the meeting. Sometimes we find there is no need to discuss, since we all agree. I think its important to keep board members in the know about everything because if the resident questions another board member, each board member should give the same response, "this ARB was different than usual and we will discuss it at the next meeting'.

KerryL1 (California)
Posts: 14,550

Posted:

Geno of FL wrote: "If you consciously separate the deliberating and decision making out from the materials being shared then I think you're OK on legal, moral and ethical grounds (in my not-a-lawyer opinion)."

I really do think, Anne, that Geno "gets'" the spirit of FL legislation. If it's something the board will vote on, probably best not to give your opinion to a quorum of director online or in others ways outside of meetings.

If it's day-to-day operational matters that don't require board votes, like closing your gates, no problem. It's too bad, though, more FL posters haven't jumped in--probably due to the holidays.

KerryL1 (California)
Posts: 14,550

Posted:

So, Richard, please review CA Civ. Code 4910 (b) (1) & (2). Please start a new thread with your analysis as this has nothing to do with FL.

CarolF (Florida)
Posts: 435

Posted:

Florida HOA Boards Can Now Communicate Via Email
Posted by AtHomeNet Blogs on Tuesday, November 25, 2014 • Leave a Comment
While most HOA board members probably already communicate via email, in Florida, a law has been passed to specifically allow board communications via email. This new law helps HOAs, but there are some basic points the law fails to touch upon.
The New Law
The Florida government has recently passed a law that states board members of HOAs have the freedom to communicate with each other via email. However, the law also specifically states that votes via email are still not allowed, making any vote through email a violation of the law and invalid.
How the Law Helps HOAs
This law is a great boost to the communication between board members and property managers. While many decisions require votes, there are many other decisions the property manager is allowed to make without board approval. In some cases, even though an approval is not needed, the manager may want to confer with the board to get their opinion on repairs or a decision. Without email, this means getting everyone together for a meeting, which wastes time. Now, the manager simply sends a group email to get everyone’s input when they have a free moment to respond.
The Problems with the New Law
The first problem with the law is that it fails to clarify whether the email communications should be part of the official records. If the board held a meeting, the meeting minutes would be part of the official HOA records, so everyone could know what happened at the meeting. However, the law doesn’t say if this must also be the procedure with the emails, meaning board decisions and conversations could be held without residents’ knowledge.
The second problem is clearly stated in the law. Votes cannot be held via email. This means that to make major decisions, the board still must hold a physical meeting, which could take time to schedule, depending on everyone’s personal schedules.
Possible Solutions
Since the law doesn’t clarify if email communications should be saved with the official records, it is up to the HOA to make that determination. However, if your HOA decides to include the emails, it is important to include all board email communications to stay consistent.
While you can’t vote via email, there is another solution to physical votes. HOA websites offer a legal and effective way for board members to vote. This allows board members to vote when they have free time vs. scheduling a meeting, which some members may not be able to attend.
Email communication is a great way to connect with your board members quickly. However, you still cannot vote via email, and there is no statement regarding if the emails should be part of the HOA official records.

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By KerryL1 on 12/24/2015 12:56 PM
So, Richard, please review CA Civ. Code 4910 (b) (1) & (2). Please start a new thread with your analysis as this has nothing to do with FL.

Kerry

You need to do some research on SB563. It's sole purpose was to eliminate "Actions without a Meeting, which are in almost every Bylaws within the United States. Even the heading, Board Action Outside of Meeting Prohibited should be quite clear to anyone. I would hope by now, and as a Board member, you know the difference between action and discussion.

What was "Action without a Meeting? It was Board meetings on specific, sometimes multiple topics, held by email, that ACTIONS were taken. The protocol was to include, by resolution, what actions were taken, in the very next minutes of the next meeting of the Board.

If you think you can't have a fair discussion on a topic between meetings and then bring a summary to the community before a vote, maybe you shouldn't be a Board member.

Let me give everyone an example. In 2011, I did quite of bit of research on smart irrigation controllers for our common area landscape. Our annual expense for water was $293K. If installed, over the years, would save the association tens of thousands of dollars. I fought like hell to get approved. I emailed the entire Board over 200 pages of documentation and analysis. Because I wanted this approved, I made sure that I had a positive consensus prior to putting to a vote. The email discussion went on for about month while their questions were being research. Once I did have an affirmative consensus, the whole community was informed about the program and the date for the discussion and possible approval.

The controllers were approved and the net savings to the association over the past 4 years has been $300K.

You can't continue to recite as gospel opinions from one law firm. You need to look at the opinion and see if it really matches with the intent of the legislators. I find much on davis-stirling.com useful. But in researching the opinions, I have come to find them way off base.

As much as some of the things I have said may have been wrong, so are those of an attorney. You don't need to have a law degree to interpret legislation, just common sense and a sense of history.

AllisonD (Florida)
Posts: 449

Posted:

Quote:

Posted By CarolF on 12/24/2015 1:49 PM
Florida HOA Boards Can Now Communicate Via Email
Posted by AtHomeNet Blogs on Tuesday, November 25, 2014 • Leave a Comment
While most HOA board members probably already communicate via email, in Florida, a law has been passed to specifically allow board communications via email. This new law helps HOAs, but there are some basic points the law fails to touch upon.
The New Law
The Florida government has recently passed a law that states board members of HOAs have the freedom to communicate with each other via email. However, the law also specifically states that votes via email are still not allowed, making any vote through email a violation of the law and invalid.
How the Law Helps HOAs
This law is a great boost to the communication between board members and property managers. While many decisions require votes, there are many other decisions the property manager is allowed to make without board approval. In some cases, even though an approval is not needed, the manager may want to confer with the board to get their opinion on repairs or a decision. Without email, this means getting everyone together for a meeting, which wastes time. Now, the manager simply sends a group email to get everyone’s input when they have a free moment to respond.
The Problems with the New Law
The first problem with the law is that it fails to clarify whether the email communications should be part of the official records. If the board held a meeting, the meeting minutes would be part of the official HOA records, so everyone could know what happened at the meeting. However, the law doesn’t say if this must also be the procedure with the emails, meaning board decisions and conversations could be held without residents’ knowledge.
The second problem is clearly stated in the law. Votes cannot be held via email. This means that to make major decisions, the board still must hold a physical meeting, which could take time to schedule, depending on everyone’s personal schedules.
Possible Solutions
Since the law doesn’t clarify if email communications should be saved with the official records, it is up to the HOA to make that determination. However, if your HOA decides to include the emails, it is important to include all board email communications to stay consistent.
While you can’t vote via email, there is another solution to physical votes. HOA websites offer a legal and effective way for board members to vote. This allows board members to vote when they have free time vs. scheduling a meeting, which some members may not be able to attend.
Email communication is a great way to connect with your board members quickly. However, you still cannot vote via email, and there is no statement regarding if the emails should be part of the HOA official records.

Interesting, I did not know about this new law, what is the statute#? One thing I do not think you can do is vote online unless all your residents have written agreements stating they will allow meetings to occur online and of course it has to probably be noticed a certain way. I would LOVE it if I could do that!

KerryL1 (California)
Posts: 14,550

Posted:

In 2011, you made your DECISION online, Richard, and I quote: "I made sure that I had a positive consensus prior to putting to a vote." And, "Once I did have an affirmative consensus, the whole community was informed [how big of you] about the program and the date for the discussion and possible approval."

Effective 1/12, this would have been illegal per CA Civ. Code 4910 (b) (1) & (2) given my MC's CEO's interpretation, that firm's attorney's interpretation, and our current and past HOA attorneys' written opinions.

So, they ALL would disagree with your snide remark regarding my 9 years of service when you wrote, "If you think you can't have a fair discussion on a topic between meetings and then bring a summary to the community before a vote, maybe you shouldn't be a Board member." But this time you forgot to add anything about my HOA's "ivory towers." Richard, Richard, tsk, tsk...

I think real life everyday examples of the desperate need for discussion of agenda items among a QUORUM of the Board outside of meetings would be much more persuasive, not exceedingly rare proposals as in your example. For such, and our HOA has had similar topics, like a $1m. loan, the best approach is a Special Meeting of the Board. Perhaps more than one if 200 pages of materials are required for directors to grasp the topic. (WHAAAAAAT?)

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By KerryL1 on 12/24/2015 3:05 PM
In 2011, you made your DECISION online, Richard, and I quote: "I made sure that I had a positive consensus prior to putting to a vote." And, "Once I did have an affirmative consensus, the whole community was informed [how big of you] about the program and the date for the discussion and possible approval."

Effective 1/12, this would have been illegal per CA Civ. Code 4910 (b) (1) & (2) given my MC's CEO's interpretation, that firm's attorney's interpretation, and our current and past HOA attorneys' written opinions.

So, they ALL would disagree with your snide remark regarding my 9 years of service when you wrote, "If you think you can't have a fair discussion on a topic between meetings and then bring a summary to the community before a vote, maybe you shouldn't be a Board member." But this time you forgot to add anything about my HOA's "ivory towers." Richard, Richard, tsk, tsk...

I think real life everyday examples of the desperate need for discussion of agenda items among a QUORUM of the Board outside of meetings would be much more persuasive, not exceedingly rare proposals as in your example. For such, and our HOA has had similar topics, like a $1m. loan, the best approach is a Special Meeting of the Board. Perhaps more than one if 200 pages of materials are required for directors to grasp the topic. (WHAAAAAAT?)

It wouldn't be illegal with my attorney's opinion.

My decision was made PRIOR to sending an email, please read carefully! This also wasn't an agenda item yet. I never said it was.

You do things your way, I'll do things mine.

KerryL1 (California)
Posts: 14,550

Posted:

It's good, Anne, to see some FL folks reply. I think Allison's quote captures the sprit of open meetings in both FL & CA:

"Except for an emergency situation, all votes and general discussions between board members should occur during a properly noticed meeting. But gathering information before the board meeting is commonplace. If board members have knowledge of the situation and want to convey something informational via email, I think its ok to do that too. But the actual discussion between the board members and vote should take place during the board meeting."

I've appreciated CarolF's info in the past, but, like Allison, also would like to see the actual legislation vs. a summary.

GenoS (Florida)
Posts: 4,276

Posted:

Quote:

Posted By KerryL1 on 12/24/2015 11:07 AM
It's too bad, though, more FL posters haven't jumped in--probably due to the holidays.

And in some cases because of a crashed hard disk. Thank goodness for 2 day shipping and backups. Still a pain in the neck and time consuming, though.

CarolF brings up a good point about how it's unclear if emails are considered official records of the association. There's nothing definitive on that yet, though, so every couple of months I purge my HOA board-related emails. Google probably has them forever, who knows. If it ever became a requirement to retain them I would stop using my personal email and try to get us set up with a dedicated board email provider.

I'm not sure what legislation is referred to above. FS 720 doesn't contain the word "email" anywhere in it. It does mention "electronic transmission" in a few places but those mainly deal with providing notices to the owners. If the only source of that "new law" is something from AtHomeNet then I would view it with extreme skepticism. Their news is usually no better than tabloid quality.

AllisonD (Florida)
Posts: 449

Posted:

Quote:

Posted By GenoS on 12/24/2015 5:34 PM

Posted By KerryL1 on 12/24/2015 11:07 AM
It's too bad, though, more FL posters haven't jumped in--probably due to the holidays.

Merry Christmas everyone! This year we are going to use athomenet because its connected somehow to the accounting software that my pm uses. This service has a board only message board and an hoa message board. I think our problems will be solved if we us the message boards in terms of providing official records of the association. My rules about actual discussions and voting at properly noticed meetings still would not change but at the very least, our online interactions would be captured for historical purposes.

CarolF (Florida)
Posts: 435

Posted:

All - I stand corrected concerning the new law in FL re board emails. It is a 718 statute, and therefore applies to Condos and not HOAs. Here is the a good article that gives the statute #. This information comes from www.condonewsonline.com and is from FL attorney Jeffrey Rembaun. I just discovered this blog, and would recommend it to others from FL. Lots of good information.

A great number of questions are being mulled as to board member to board member e-mail communications. Section 718.112 of the Condominium Act now authorizes board members to use e-mail as a means of communication, however, this new law also clarifies that board members may not cast their vote on an association matter via e-mail. (Sorry HOA board members, this only applies to condominium associations, for now.) So, just what can be discussed? On one end of the spectrum, clearly, setting the board’s agenda items for its next meeting would seem appropriate. On the other end of the spectrum, voting via e-mail is a "no-no" and violates the new legislation. What about everything in between? For example, can the board discuss the condition of the swimming pool and the need to acquire bids for consideration at the next board meeting? Can the board discuss via e-mail the need for a new gate? A parking garage repair? A raise for the manager? Just what can be discussed in these e-mail communications? Well, try to look at it this way. When communicating via e-mail, do not communicate any differently than if you were on the street, eye to eye with your fellow board member. In that way, you are bound to stay in the safe zone

RichardP13 (California)
Posts: 3,868

Posted:

To HOA's in Florida,

I can't find the specific language of the email communications in Florida 718, but I believe that those of you that live and serve on Board get what the law was intended for, its a shame some in California can't grasp that same concept.

As you have explained, voting or taking action (which would/should require a vote, MUST be done in a properly noticed open session. I agree wholeheartedly.

But, I would hope that we are adults and realize that email is how we communicate in today's world. IF, an association and its members don't like how an item is presented to be voted on at a Board meeting, WE have elections. Unfortunately or not, there are no state oversight commissions, so we are left to police ourselves.

I believe Florida has just a few more CID's than California, but at the end of 2014 we had just over 50,000 CID here, of which just under 70% were 50 units or less. That generally means you have boards of three individuals. The majority don't have the luxury of clubhouses or meeting rooms to meet. Many have difficulty with posting agendas.

There are some rather large associations that are quite organized and are almost cities in themselves. They are well structured with committees and volunteers that actually run these communities. They have their committee meetings which in turn present the agenda items for the Board to have the final vote. They have newsletters, some as many as 24 pages prepared monthly.

The point between the small and large is that some of these communities have formal resolutions that give authority to a individual, or individuals or committees to do or spend within the constraints of that resolutions. Some are very good and put those actions they have taken into the minutes, others (ooops they are human) don't. For the record, how many of you how about all the resolutions your Board may have in place.

There is no one on this site that is a bigger proponent of transparency than I am. While others may advocate posting an agenda and then having discussions and voting in open session to a small group of people that show up for a meeting, I say you did the minimum as required by law. What I did was prepare a summary of the meeting and the items discussed per the posted agenda, attached a copy of the previous approved minutes and monthly financials and email blasted to 250 of the 317 residents. "You can lead a horse to water, but you can't make them drink". Took me no more than 20 minutes to complete on a monthly basis.

RichardP13 (California)
Posts: 3,868

Posted:

Oh....and Happy Holidays to all!!

GenoS (Florida)
Posts: 4,276

Posted:

Quote:

Posted By AllisonD on 12/25/2015 5:18 AM
Merry Christmas everyone! This year we are going to use athomenet because its connected somehow to the accounting software that my pm uses. This service has a board only message board and an hoa message board. I think our problems will be solved if we us the message boards in terms of providing official records of the association. My rules about actual discussions and voting at properly noticed meetings still would not change but at the very least, our online interactions would be captured for historical purposes.

Merry Christmas to you, too, Allison. They do integrate into the TOPS accounting system. It is a good accounting system. I won't argue here against their website offering except to say that I don't think it's very rich with features or even very safe. The fake "captcha" login code is a huge honking red flag, and once you log in all information that goes back and forth between your browser and their system traverses the internet in the clear (i.e. unencrypted). Did you pay the extra $600 for the "privilege" of them not showing you ads? In any case I hope it works out for you.

GenoS (Florida)
Posts: 4,276

Posted:

Quote:

Posted By CarolF on 12/25/2015 7:06 AM
All - I stand corrected concerning the new law in FL re board emails. It is a 718 statute, and therefore applies to Condos and not HOAs. Here is the a good article that gives the statute #. This information comes from www.condonewsonline.com and is from FL attorney Jeffrey Rembaun. I just discovered this blog, and would recommend it to others from FL. Lots of good information.

Rembaum also has a newsletter you can sign up for that's pretty good. It only comes out once or twice a month so it's not overwhelming.

Keep an eye on these 3 bills that will significantly affect HOAs in Florida if passed into law next year. HB 667 amends FS 718 to cover HOAs as well as condos and then throws FS 720 out the window. Interesting times. The same state legislator submitted all 3 bills so he's probably willing to settle for something. The guy had a carreer in criminal justice and I can't think of anyone better to push for HOA reforms. Time will tell how much of this ultimately gets passed into law.

AllisonD (Florida)
Posts: 449

Posted:

Quote:

Posted By GenoS on 12/25/2015 12:54 PM

We had our own little homegrown website so this will be a step up for us. I wanted the residents to have a purpose for coming to the website, which includes being able to see their balances, posting messages, classifieds and we have the board section to use as well. We are giving it a try for one year and we can always cancel after the year if we do not like it. I was finding that I was dealing with most of the issues of running the hoa (gate and irrigation problems etc) and after doing all of that work I would then have to write emails updating the board. I liked the idea of putting it all in the website. If we keep it, its a historical record of what occurred for future boards.

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By AllisonD on 12/25/2015 5:18 AM

Posted By GenoS on 12/24/2015 5:34 PM

Posted By KerryL1 on 12/24/2015 11:07 AM
It's too bad, though, more FL posters haven't jumped in--probably due to the holidays.

Coincidentally, I used the same service while president of my association. If used to its fullest extent, is a very robust hosting service and website.

GenoS (Florida)
Posts: 4,276

Posted:

Quote:

Posted By RichardP13 on 12/25/2015 4:34 PM

Coincidentally, I used the same service while president of my association. If used to its fullest extent, is a very robust hosting service and website.

Be that as it may, the live demo we were shown had security holes in it big enough to drive a Mack truck through. We were also given demo discs with canned presentations that looked like they were made by an 8th grader in 2008. YMMV.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

So simply put, where would it be illegal for a BOD to Email/distribute information and discuss/modify/send it back and forth before a BOD Meeting? I did not say make a motion and vote, I said back and forth discussions.

It is how we operate our HOA in SC and perfectly legal.

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By GenoS on 12/26/2015 3:09 AM

Posted By RichardP13 on 12/25/2015 4:34 PM

Coincidentally, I used the same service while president of my association. If used to its fullest extent, is a very robust hosting service and website.

I am not sure what security concerns you would have.

1) There are no personal information from a homeowner such as SS# or Driver License #.
2) There is a Resident portal (which is password protected) and a General Portal.
3) The minutes, financials or governing documents are not national security issues (or weren't last time I checked)
4) Not sure what value or information someone would get from accessing an HOA site.
5) Banking information and payment were done with a third party.

Two things, one, our management software was TOPS, so it integrated pretty well. Would I liked to have seen more features, yes. Second, a website is only as good as you want to make it and have people willing to get information out to the people it was intended to serve. For us, we used EVERY part of the system and it worked the way we were looking for it to work.

You can't just flip a on switch and hope everything magically happens.

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By JohnC46 on 12/26/2015 9:03 AM
So simply put, where would it be illegal for a BOD to Email/distribute information and discuss/modify/send it back and forth before a BOD Meeting? I did not say make a motion and vote, I said back and forth discussions.

It is how we operate our HOA in SC and perfectly legal.

From what I have read from the Florida posters and researching different attorney sites in Florida, the intent, as in California, was to eliminate "Actions without a Meeting" (except in emergency situations).

If we can't have DISCUSSIONS or CHIT-CHAT via email, we are no better than China under Chairman Mao. Here is me thumbing my nose to two California attorneys!!

KerryL1 (California)
Posts: 14,550

Posted:

As I've stated very clearly, JohnC, back & forth discussions among a QUORUM of directors about HOA business outside of duly noticed meetings is illegal in CA since 1/12.

As Richard of CA stated very clearly, he disagrees. And, now he adds that having open discussions & deliberations in front of Owners, who F DO have a chance to speak, is like Mao's China! That "logic" is very odd to me. I believe most folk refer to Mao's China as a closed not open society.

I will start a new thread on this topic for CA within a few days.

I do believe that VA also has a limitations against discussions & deliberations among a quorum of directors outside of open meetings.

GenoS (Florida)
Posts: 4,276

Posted:

Quote:

Posted By RichardP13 on 12/26/2015 9:06 AM
I am not sure what security concerns you would have.

1) There are no personal information from a homeowner such as SS# or Driver License #.
2) There is a Resident portal (which is password protected) and a General Portal.
3) The minutes, financials or governing documents are not national security issues (or weren't last time I checked)
4) Not sure what value or information someone would get from accessing an HOA site.
5) Banking information and payment were done with a third party.

Two things, one, our management software was TOPS, so it integrated pretty well. Would I liked to have seen more features, yes. Second, a website is only as good as you want to make it and have people willing to get information out to the people it was intended to serve. For us, we used EVERY part of the system and it worked the way we were looking for it to work.

You can't just flip a on switch and hope everything magically happens.

Here's a TOPS/athomenet demo site for the fictional Woodlands Homeowners Association. Go ahead and do the resident login (sample userid is "demo" and the password is already filled in). Now find the "Live Chat" link at the left and click it.

What's that? It's a nightmare waiting to happen because while Japanese motorcycles are fairly benign, it could have easily been an ISIS recruitment page, or a pornographic site, or a phony bank scam login page designed to collect bank passwords from unsuspecting homeowners.

And that's only the live chat page.

The entire site is coded with the same amateurish level of concern for security. Does that look secure to you? Would you want your personal information anywhere on that website? Not even talking SS or Drivers License numbers, just my name, address, and phone number being on one of their sites would concern me greatly, not to mention the TOPS link to account info could result in a whole lot more information about an owner leaking onto the web. I mean, they barely even try to hide the fact that their websites are poorly constructed.

You and I have very different definitions of "robust". Don't let their "password protection" fool you. There are different ways to have a webpage ask for login credentials and among all those choices the way athomenet does it is perhaps the least secure way imaginable.

RichardP13 (California)
Posts: 3,868

Posted:

Geno,

Sorry, I would never use Live Chat in an HOA and therefore turned that feature off and never had the opportunity to log into some benign website.

And exactly WHAT personal information do you think is collected and would be compromised? My birthdate, my phone number?

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By KerryL1 on 12/26/2015 11:40 AM
As I've stated very clearly, JohnC, back & forth discussions among a QUORUM of directors about HOA business outside of duly noticed meetings is illegal in CA since 1/12.

As Richard of CA stated very clearly, he disagrees. And, now he adds that having open discussions & deliberations in front of Owners, who F DO have a chance to speak, is like Mao's China! That "logic" is very odd to me. I believe most folk refer to Mao's China as a closed not open society.

I will start a new thread on this topic for CA within a few days.

I do believe that VA also has a limitations against discussions & deliberations among a quorum of directors outside of open meetings.

Again, you are misrepresenting the facts. This discussion was about EMAILS, which in the contents of California SB563 ARE NOT illegal. Again, you don't get it. Emails are not a form of communication that qualifies as "at the same place and time". Webinars, webcasts telecommunications can be.

If individuals like you disagree and want to pursue legal action, PLEASE be my guess. I WILL win every day of the week and TWICE on Sunday.

GenoS (Florida)
Posts: 4,276

Posted:

Quote:

Posted By RichardP13 on 12/26/2015 2:33 PM
Geno,

Sorry, I would never use Live Chat in an HOA and therefore turned that feature off and never had the opportunity to log into some benign website.

And exactly WHAT personal information do you think is collected and would be compromised? My birthdate, my phone number?

The problems are structural and not limited to the live chat. An unsophisticated hacker would have everyone's login id and password in no time flat. Just because there's one specific page on the site you wouldn't use doesn't mean you're not exposed to the systemic security problems that exist on the rest of the site from top to bottom.

Name, address, phone number, account info, email address, etc. Responsible websites have privacy policies that spell out what information they collect and how they use it. AHN has no such thing, so it's very difficult to say with any certainty what kinds of information they're collecting (and selling) about you. Then there's the information that gets sent over from TOPS such as payment history and financial reports. None of that needs to be treated as national security secrets but at least TRY to keep it somewhat secure.

TimB4 (Tennessee)
Posts: 21,059

Posted:

Well this conversation has gone far beyond the individual request.

The question dealt with using e-mail in FL not other states.
The use of websites or accounting software was not part of the initial question.
Although everyone would like a good discussion on those topics, the posting rules pretty much prevent the discussion.

Here are some links that may assist Anne:

Do HOA board's emails violate the Sunshine Law? a 2013 article in the Herald-Tribune

Florida HOA Boards Can Now Communicate Via Email2014 article from Community Association Tech Blog

New Law On Condo Board E-mails Leaves Important Questions Unanswered 2014 article from FL Condo and Hoa Law Blog

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By GenoS on 12/26/2015 3:02 PM

Guess I just need to find a bunker and hucker down it, doomsday is coming.

CarolF (Florida)
Posts: 435

Posted:

Tim - you were "seduced" as I was by the title "Florida HOA Boards Can Now Communicate Via Email2014 article from Community Association Tech Blog" As it turns out the new law applies only to condos. It is a 718 statute. See my last post about it.
Thanks Geno, for the information about the new legislative proposals in FL to combine the condo and HOA statutes. Now this is going to be interesting!

JohnnyC2 (Georgia)
Posts: 13

Posted:

I am the vice president on our board and if we could not conduct business via email nothing would get done. What I did was utilize Google Apps for Business. We setup a Board Google App account and gave every board member an account. With google app comes Google documents and email accounts using the board domain and a whole other stuff. These accounts are owned by the board and only used to conduct board business, when members transition their account is deleted and a new one is issued to the new member but every email is archived and as long as the board continues to pay for the services they will be around.

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