Annual Meetings

Started by KimO2 • 5 replies • 652 views

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KimO2 (California)
Posts: 2

Posted:

There are several threads about Annual Meetings but none of them specifically answers my question.

Our HOA bylaws state, "The annual meeting of the Members shall be held during the month of July of each year, on a date and at a time and place to be designated by the Board of Directors, upon proper written notice to all of the Members." There is no mention about what the Annual Meeting is for, how it will be run, who is allowed to make a motion, second, vote, etc. Further, our bylaws for a Board Meeting don't say anything about Members' rights except that they may speak for a reasonable time as determined by the Board.

The Board Members, except me (I'm the Secretary), say it's intuitively obvious that the Annual Meeting is to elect Board members and that Members can make motions, etc, pertaining to the agenda. They also assert that it is intuitively obvious that Members do not have the same opportunities at regular Board Meetings. I say we need to be more explicit, and I've been trying to find evidence to back my position. Does anyone have or know of such evidence?

PatJ1 (North Carolina)
Posts: 568

Posted:

Lucky you, you are in California and there is www.davis-stirling.com.

This page seems to cover Annual Meetings in detail including elections.

https://www.davis-stirling.com/HOME/Election-Menu

Nothing is "intuitively obvious" when it comes to an HOA.

KimO2 (California)
Posts: 2

Posted:

PatJ1 - thanks for the assistance. As you can tell, I'm new to the Board and still learning. The Davis-Stirling website is great so I thank you for that. I'll give it a look-over and maybe find the answers to my questions.

SheliaH (Indiana)
Posts: 6,964

Posted:

The Bylaws say a meeting must be held in July with the board scheduling the date and time and notifying the homeowners, but it would appear a lot of the details addressing things like how it's to be run can be established in rules set by the board.

In this case, your colleagues aren't necessarily wrong - this is how my association runs its annual meetings and it's worked pretty well. All you really need is an agenda which could include a section where homeowners can make comments on various association issues. To keep things in order, the president should be running the meeting and if he or she needs help in that, check Robert's Rules of Order - I believe there is a website where a lot of this stuff is explained in plain English.

As for member's rights, what are you specifically concerned about? There should be a segment where they can speak, but to keep the meeting from going all night long, there shouldn't be any issues with limiting comments to 2-5 minutes (depending on how many people show up), prohibiting cussing, threats and other obnoxious behavior. The board doesn't necessarily have to address issues immediately - take a note of what was said for the annual meeting minutes (you don't have to use names) and the board can put suggestions or concerns on the agenda for the next board meeting or assign them to an advisory committee for further review and recommendations.

I think it's best to give homeowners at least 30 days advance notice of the meeting so they can plan or send in proxies if they can't attend. Use of proxies is another conversation, so if your Bylaws don't address that issue, you may want to look closely at that Robert's Rules of Order website to see what it says.

From there, the board can always adopt rules fleshing out the annual meeting details - in fact, it wouldn't hurt to put some of them in the bylaws themselves to ensure continuity. Amending the Bylaws likely requires homeowner approval, so keep reading your bylaws to find out how that's done. You may even find other language regarding association meetings and some of your issues may already be addressed.

If it is not right do not do it; if it is not true do not say it. Marcus Aurelius

RichardP13 (California)
Posts: 3,868

Posted:

California is different in how it handles meetings, whether Annual or Board.

In the event of Board meeting, members are required to be given an period in the meeting for Open Forum. It can be in the beginning, middle or end of the meeting, but it must be listed on the posted agenda, required at least 4 days prior to the meeting. Unless an item is on the agenda, it cannot be discussed or action taken on that matter, unless it was an emergency and the Board couldn't foresee that.

In the event of an Annual meeting, the general accepted purpose to to elect Directors. The president is supposed to be the presiding officer, if they so choose. Motions can be taken at the Annual Meeting, BUT, only if it was listed on the address mailed to the members. If not, the only way to make a motion would be to have a quorum "in person", ballots DO NOT COUNT, but proxies will.

Members must be notified what action may or may not be taken prior to a meeting in order to determine whether they would like to show up or not.

KerryL1 (California)
Posts: 14,550

Posted:

Take another look at your Bylaws, Kim. The might be a distinction between Board meetings and Members (homeowners) meetings that you didn't notice. When I was brand new on our board, I didn't see the difference between the two kinds of meetings. The Annual meeting is a Members meetings. In my HOA, the only items on the agenda is the election of directors.

Members, not the board, elect directors.

the Davis-Stirling site should be VERY helpful to you!

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