HOA Notice and Agenda

Robert’s Rules provide that new items can be added to an agenda under New Business. The HOA Act does not define the level of detail of the agenda. Our Bylaws provide that Members shall have the right to participate in meetings with reference to all designated agenda items in accordance with, and as limited by, the HOA Act. The Act also states that Members and parcel owners have the right to attend all membership meetings and to speak at any meeting with reference to all items opened for discussion or included on the agenda. This implies that if a item of new business is added to the agenda, it is allowed under the ACT and members must have an opportunity to speak to that item.

I could not locate any case law on this item. Before I ask for a legal opinion, I thought it would make sense to obtain input from other individuals who have struggled with this issue. Thank you.

HOW's aren't required to run meeting according to Roberts Rules, although most use some variation of it. Having the right to participate in a meeting is quite broad, and frankly, you elect board members to make decisions on behalf of the community - that can become problematic if other homeowners keep jumping in during a business meeting, which is what a board meeting is suppose to be.

As Melissa said, nothing should stop you from attending a meeting. Most agendas feature a resident forum, where homeowners can ask questions, make suggestions or even complain. Some meetings feature these before and after official business is discussed. if your board meeting agenda doesn't include a resident firum, try suggesting it be included and see what happens.

The forum isn't designed to go on and on - 10-15 minutes is plenty, and it's ok to limit speakers to 2 minutes or so to give everyone a chance to speak. The board doesn't have to respond immediately - some issues may require some research, but the homeowner should get a response within a reasonable amount of time. After the forum, the business portion of the meeting begins and homeowners should be expected to keep quiet and listen so the can get through all agenda items because no one wants to be there all night.

If your board operates like this, I don't see a problem. You can also write a letter expressing your concerns.

What is your question, Paul?

By the way, does a notice have to be posted x days before board meetings with an agenda on it per FL law? In CA, nothing may be added to that agenda later (unless an emergency). Robert's Rules does not supersede state laws or an HOA's bylaws.

Do you have have the difference between a board mtg. and a members meeting clear in your mind?

The question is whether Items of new business that are not on the agenda can be introduced at a member meeting and discussed and acted upon.

Robert’s Rules provide that new items can be added to the agenda

New business. After unfinished business and general orders have been disposed of, the chair askes, “Is there any new business?” Members can then introduce new items of business, or get moved to take them from the table any matter that is on the table in the order in which they are able to obtain the floor when no question is pending. So long as members are reasonably prompt and claiming the floor, the chair cannot prevent the making of legitimate motions or deprive members of the right introduce legitimate business, by hurrying through the proceedings.

Bylaws Section 4.7

4.7 Notice of all Board meetings shall be given to the members in accordance with the HOA Act.

The Act says we must give notice but I could not locate any definition of what must be in that notice other than time and place. Agenda is not defined.

Bylaws Section 4.13

Members shall have the right to participate in meetings with reference to all designated agenda items in accordance with, and as limited by, the HOA Act and any rules and regulations promulgated by the Association.

HOA Act supersedes this. See below.

723.078 – Mobile homes

Any item not included on the notice may be taken up on an emergency basis by at least a majority plus one of the members of the board.

Such a clause does not exist in 718 and 720

718.112 - Condominiums

1. Adequate notice of all board meetings, which must specifically identify all agenda items

The right to attend such meetings includes the right to speak at such meetings with reference to all designated agenda items.

This is different than Section 720. Condominiums provide for all designated items. HOA Act also provides for any items open for discussion

HOA Act

Members have the right to speak to any items opened for discussion whether included on the agenda or not

(6) RIGHT TO SPEAK.—Members and parcel owners have the right to attend all membership meetings and to speak at any meeting with reference to all items opened for discussion or included on the agenda. Notwithstanding any provision to the contrary in the governing documents or any rules adopted by the board or by the membership, a member and a parcel owner have the right to speak for at least 3 minutes on any item.

The association may adopt written reasonable rules governing the frequency, duration, and other manner of member and parcel owner statements, which rules must be consistent with this subsection.

We do not have any such rules.

Bylaws Section 4.14.

Any action required or permitted to be taken at a meeting of the Directors may be taken without a meeting if a consent in writing, specifically setting forth the action to be taken, shall be signed by all the Directors entitled to vote with respect to the subject matter thereof and such consent shall have the same force and effect as a unanimous vote of the Directors

If we can pass an item by unanimous consent in writing that is not a designated agenda item and without an open forum, it would seem that a motion for new business with an open forum would be permitted.

Many contradictions and no clear specifics under the HOA Act in Florida

In a general sense,

HOA boards can pass business items outside a meeting, via writing or email, if 100% of the board of directors both participate AND vote "yes" in written form.

Business items that are advertised under the meeting agenda can pass with a simple majority vote at an open meeting.

Business items that arise but aren't on the written agenda require a 2/3 "super majority" approval vote in an open meeting.

A formal process for registering to speak on controversial agenda items, by dues payers, is certainly in order if managed well and the speakers recognize decorum (raising your hand in the audience to ad-lib is a logistical disruption and largely results in ineffective venting or ranting, even from the best of public speakers).

However, it's bad form to approve/reject policies via written vote or to purposely withhold agenda items so that they are brought to the floor verbally. Sometimes it's necessary but mostly it's not.

Every case can be different in terms of board rules and philosophies but this approach to legislating has served our community well. For HOA members or dues payers who distrust their board of directors, there's no amount of parliamentary rulemaking that will satisfy the problem of distrust.

My HOA board (serving 236 properties) will always accommodate community feedback for important topics under a defined structure. We do not, as a matter of course, conduct Q&A sessions during the "New Business" items, however, if I - as a president - see that our board discussion is truly raising honest questions, I'll accommodate residents. "Reading" the room is important and we, as an HOA board, are there to serve the community.

I am of the opinion that most items added during New Business will typically be little stuff. And, since they are little stuff, can be voted on without significant chance of a court case.

Something major, sure, table it for more information to be generated.

I thank everyone for their comments. I am a Board members and there is split decision whether new business allows for new topics since the ByLaws permit "Any action required or permitted to be taken at a meeting of the Directors may be taken without a meeting if a consent in writing, specifically setting forth the action to be taken, shall be signed by all the Directors entitled to vote with respect to the subject matter thereof and such consent shall have the same force and effect as a unanimous vote of the Directors " This clause I have found in numerous Florida HOA Bylaws which have all been approved by attorneys. The Act doesn't even require the Board to ratify the motion at their next meeting. On the surface it would appear to violate at least the spirit of the HOA ACT but yet attorneys continue to write this into HOA ByLaws.

Where can an individual search for Departmental and arbitrator decisions since it is not readily apparent on the websire where these is s specific URL for such searches.

Thank you

This is really more difficult than it needs to be. I know the URL but tried to search it out from scratch as if I had no knowledge of it and it was surprisingly difficult. It's not obvious at all.

I won't spoon feed you the URL but here's how to find the search page:

Go to myfloridalicense.com and see if you're taken to myfloridalicense.com/DBPR/ automatically. I get that on all my broswers. If you don't get redirected there then manually go to myfloridalicense.com/DBPR/

Find "About Us" near the top and pick "Divisions & Offices" from the drop-down list.

Now click on "Division of Condominiums, Timeshares, and Mobile Homes" (yes, HOAs get the shaft again as the red-headed stepchild of Florida homeowners groups because all HOA stuff is under there and nowhere does it say "HOA" or "Homeowners Associations").

Another dropdown appears and you have to scroll down a bit and select:
"Visit the Division of Condominiums, Timeshares, and Mobile Homes"

On the resulting page there's a list at the right where you want to hover your mouse over "Arbitration" and then select "Final Order Indexes".

Then you have to click "Online Search for General Orders".

That's it. The page where I usually search from. Sometimes a direct Google search is enough if you know the arbitration case number, or year, or names of the parties, etc. I have found information through Google that I couldn't find through the DBPR "search for general orders" page. Searches work reasonably well and using AND to separate words or terms usually works as you'd expect. Play with it, try different search terms and boolean operators, it's not difficult but it's not perfect either.

I'm not saying the state "Division of Condominiums, Timeshares, and Mobile Homes" tries to hide this search functionality on purpose, but they certainly don't make it easy to find.

The “action without a meeting” bylaw is pretty boilerplate for most organization’s bylaws. It is useful for most emergencies or when it’s impossible to call the meeting, but action needs to be done. This is ratified at the next meeting. Its a rare method to be used.

To get the attention of the board about a “new topic” you can ask that a committee be established to investigate the issue and then report back to the board. Or have a discussion with s biard member and ask them to bring it up at a meeting and request a that a committee be formed. That’s how it will get on the agenda.

Any motion should be placed on the agenda as a line item to be voted on. There must be this kind of “ notice” about the vote that will happen at the meeting.

But, No, a new subject cannot be introduced, discussed, and motioned for a vote at the same meeting, especially by a non board member.

So, to use an actual example.

Irrigation system had been damaged same day as Board meeting - control panel needed to be replaced. Cost was $600. Weather getting and staying hot.

Wait for the next Board meeting to approve? It isn't an emergency, but seems like it needs to be done, but isn't on the agenda.

That should be a budgeted item and therefore no vote would be necessary to have the part(s) repaired or replaced. It would be called a maintenance item.

Sued for what?

I am sure you probably get three bids to have the irrigation problem fixed.

What is the purpose of preparing and approving an annual budget that, say, including sufficient funds to handle the irrigation repair?