Board decisions

Our Board meets 4 times a year. The problem is they will make decisions at the meeting and invaribly everytime after the meeting a member will change his mind through email about a decision that was made. Then the rest of the Board members go along with that Board member. Is this legal? Why have a meeting then?

PS: just because your bylaws require only 4 meetings a year (if that's your case) , boards may hold "special meetings" to handle business that can't wait for three months! These must follow the same procedures as your regular meetings, i.e., be open if NC requires that. Give proper notice, etc.

Douglas makes a good point, Nancy. Does NC allow HOA boards to make decisions outside of a meeting? If so, does the decision have to unanimous? And doesn't that decisions have to show up at the minutes of the next meeting?

Even if your own bylaws allow this, your state laws may not.

CA used to allow "actions without a meeting," but no longer does except in cases of emergency.

That's not legal in Florida, Douglas. FS 720.303(2)(a) says,

"A meeting of the board of directors of an association occurs whenever a quorum of the board gathers to conduct association business. Meetings of the board must be open to all members, except for meetings between the board and its attorney with respect to proposed or pending litigation where the contents of the discussion would otherwise be governed by the attorney-client privilege."

FS 720.303(2)(b) says,

"Members have the right to attend all meetings of the board. The right to attend such meetings includes the right to speak at such meetings with reference to all designated items."

FS 720.303(2)(c) says,

"The bylaws shall provide for giving notice to parcel owners and members of all board meetings and, if they do not do so, shall be deemed to provide the following:"

... followed by legal notice requirements if your bylaws don't spell it out.

This is well established in Florida. I'm not a lawyer but I think any decision your board reaches through phone calls or email could be legally challenged and held to be invalid. There's a LOT of case law to back that up in FL and your board, in my opinion, is skating on thin ice.

We stopped actually doing this a few years ago, but since the OP is not in Florida it seemed like a good idea to have them see what their docs say about it.