HOA Election meeting and not making quorom

Started by SummerD • 15 replies • 718 views

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SummerD (California)
Posts: 3

Posted:

My community has been an HOA for 11 years. In all those years, we have only met Quorum the first year. So every year, there is no election and the board members are appointed instead of elected. This year's election, they HOA states that ballots were mailed out. I received mine, it came in a large envelope at Christmas time that I thought was a Christmas card. (Very noticeable that it was not junk mail) out of 2000+ residents, only 177 turned in their ballots. After talking to SEVERAL residents, they stated they did not receive their ballot. Also in our two newsletters, there was no mention of the ballots, so people were not aware to look for them.

What can we do to make changes to this obviously broken system.

We are in California

RichardP13 (California)
Posts: 3,868

Posted:

For the purpose of the election of directors, GET RID OF THE REQUIREMENT FOR QUORUM.

Even www.davis-stirling.com recommends that. https://www.davis-stirling.com/HOME/Eliminating-Quorum

SummerD (California)
Posts: 3

Posted:

If we want to change the bylaws, we need to meet Quorom to make adjustments to the bylaws. If elections were done online, it would be easier.

KerryL1 (California)
Posts: 14,550

Posted:

Welcome to the Forum, Summer. Getting rid of a quorum requirement as Richard suggests makes sense. But since it's probably in your bylaws, you'd have the same problem: reaching quorum to change your bylaws!

How many or what % of residences do you need for quorum?

What % of residences' votes of approval do you need to amend your bylaws?

Do you and many other neighbors attend board meetings? Are their times & places posted someplace where everyone can see them?

Does your HOA have a website?

By 2000 residents, do you mean 2000 people? Or 2000 homes?

SummerD (California)
Posts: 3

Posted:

2000 homes, and quorum is 50%
Our HOA has a website, but nothing was blasted about ballots or election.
Our meeting is tonight and they post the agenda on the website, which I just found out today. They post yard signs at the entrance to the community and we as residents blast our Nextdoor and Facebook groups. That is how we are hearing that people did not get ballots.

Yeah we will never meet quorum to change the bylaws if we can't even change the board!

RichardP13 (California)
Posts: 3,868

Posted:

We had the same issue in a community I lived in. It was 317 homes and hadn't made quorum or open ballots for 8 years prior to 2009. In 2010, a group of homeowners re-wrote the Bylaws, eliminated quorum, eliminated cumulative voting and eliminated proxies, (except for what was required in the CCRs). Out of 317 homes, we received 240 yes votes to restate our Bylaws. We ran a political campaign with 12 volunteers.

In 2012, I helped a large HOA of 1200 homes do the exact same thing. They hadn't had elections in over 10 years. They now have elections.

Kerry mentioned you still have to reach quorum to change the Bylaws. Not really. Most likely you need either a majority of say 2000 home or 51%, one of the two. And those have to be yes votes. If you achieve that, you have achieved quorum. It's a lot of work, but it's one and done.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Summer

In order to change your Quorum Requirements (more than likely a Bylaw), it will take the amount presently specified to change it. Let us say your docs call for 51% to change a Bylaw. It will take 51% to change it.

We changed ours from 51% to 20% but it took work to get the change thru.

I know Ricard advocates no Quorum requirement (such as in a General Election) and while I do not agree with him, the change must be done under the present requirement.

It will require work to do it, but it can be done. The question is are you willing to take the task on?

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By JohnC46 on 02/27/2019 4:01 PM
Summer

In order to change your Quorum Requirements (more than likely a Bylaw), it will take the amount presently specified to change it. Let us say your docs call for 51% to change a Bylaw. It will take 51% to change it.

We changed ours from 51% to 20% but it took work to get the change thru.

I know Ricard advocates no Quorum requirement (such as in a General Election) and while I do not agree with him, the change must be done under the present requirement.

It will require work to do it, but it can be done. The question is are you willing to take the task on?

The election for someone willing to serve their community should NEVER be about the number of people who vote, but a person or persons having more votes than their opponents. Having a high threshold for owner participation discourages change.

AugustinD
Posts: 5,144

Posted:

I think the purpose of requiring a quorum for members' meetings is to better ensure that the vote represents the electorate's desires and to help prevent fraudulent acts. E.g. if there is no quorum requirement, an entrenched board can skimp on notifying members there is an election et cetera. When just a few members (friends of the board members) show, the entrenched board stays entrenched.

A quorum of 50% seems excessive, especially for such a large HOA. I would strive to get this lowered to say 15% or maybe 20%. At the same time, I would urge the board to consider an online voting service, such as https://www.theinspectorsofelection.com/start.htm .

In California, the motivation to do this should be high. I think technically in California, when a quorum is not achieved, the California Corporation Act may kick in and require seeking declaratory relief from a court.

Explain the costs of this to members, do a massive campaign and maybe you can get enough people voting online to amend the Bylaws.

RichardP13 (California)
Posts: 3,868

Posted:

Online voting is not allowed in California.

If we required quorum for local government elections, votes would never get counted, because no one votes. Do some research. We eliminated quorum and had elections and ballots have been counted every year since. We have "inmates running the asylum", but it seems par for the course as it seems the country is run under the same guidelines.

I was at an election last year. Quorum was a majority, which would have been 49. Polls closed at 6:30 PM. The association was short 1 vote to make quorum. They had a reduction clause to have quorum reduced to 25%, but it had to be approved by a majority of those present. The Board stacked the desk with homeowners on their side and the motion to adjourn was defeated. 15 minutes later someone came in with a ballot which would have made quorum. It was disallowed.

I fully understand that associations are corporation, but if you worked for a corporation and I have worked for my share of very large corporation, I wouldn't be working there long if this was how it was being run.

KerryL1 (California)
Posts: 14,550

Posted:

Hope I'm not too late in replying before the Board meeting, Summer. get as many neighbors to attend as you can, and all make suggestions during Open forum to publicize the elections better. Offer to form an ad hoc election committee public meetings.

You can do it, but need broad support form the community. Staring now is not too early for your next election.

AugustinD
Posts: 5,144

Posted:

Richard,

The testimonials at the site https://www.theinspectorsofelection.com/hoa_voting_testimonials.htm indicate that online voting is allowed in California.

Publicly held corporations such as Pepsi and Kimberly Clark require a quorum of 50% of the outstanding shares to be present in person or by proxy before business may be conducted. The courts often liken HOA members to shareholders.

I think eliminating a quorum for the annual members' meeting is a mistake. You and I will have to disagree.

RichardP13 (California)
Posts: 3,868

Posted:

The process, from experience, is not as daunting as one may think. You need to know exactly what specific parts of the Bylaws you want amended. They are generally three sections, quorum, cumulative voting and quorum. Fix the language in those three section, which, surprisingly doesn't require the services of a lawyer.

Then create a petition and get 100 owners to sign to call a special meeting. Get 20 people which could be 10 homes and set up a campaign. You could also set up a GoFundMe to help with the cost. I have seen this done.

Easier than you may think with a little organization.

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By AugustinD on 02/27/2019 5:17 PM
Richard,

The testimonials at the site https://www.theinspectorsofelection.com/hoa_voting_testimonials.htm indicate that online voting is allowed in California.

Publicly held corporations such as Pepsi and Kimberly Clark require a quorum of 50% of the outstanding shares to be present in person or by proxy before business may be conducted. The courts often liken HOA members to shareholders.

I think eliminating a quorum for the annual members' meeting is a mistake. You and I will have to disagree.

Sorry, online voting is NOT allowed in California for HOA's. One of the examples on your testimonial page was not an HOA, but a resort. I do know my laws.

PLEASE don't compare a HOA to Pepsi or Kimberly Clark. That is laughable. I would not eliminate quorum from Annual Meetings with still are governed by corporation code, but for the Election of Directors. THERE IS A DIFFERENCE!

AugustinD
Posts: 5,144

Posted:

Davis-stirling.com says, "With some exceptions, all elections must be held with paper ballots, not electronically." Exceptions exist, per the California-based online voting service I linked above. Or else some HOAs are blowing off the law, just as you do from time to time.

I see zero difference between the reasoning for requiring a quorum of shareholders at a publicly held corporation and requiring a quorum of members for a HOA.

RichardP13 (California)
Posts: 3,868

Posted:

Quote:

Posted By AugustinD on 02/28/2019 6:24 AM
Davis-stirling.com says, "With some exceptions, all elections must be held with paper ballots, not electronically." Exceptions exist, per the California-based online voting service I linked above. Or else some HOAs are blowing off the law, just as you do from time to time.

I see zero difference between the reasoning for requiring a quorum of shareholders at a publicly held corporation and requiring a quorum of members for a HOA.

So, what are the exceptions?

I blow off the law??? Really?? Unless you know our law, you might be better off sticking with your specific state. Just saying.

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