signing a Confidentiality agreement

Just came from a monthly Board meeting here in Florida and 3 new Board members are in disagreement with the other 4 Board members on signing this agreement. They feel if they disagree at a closed meeting with the other Board members they should be able to go back and let their homeowners know why they disagreed. The other 4 Board members felt that there were somethings that are too personal for the entire community of 365 to know. They are all in complete agreement to always be transparent when it comes all aspects of running our community but don't want to be forced to sign this. What do you think?

Board members of any corporation usually don’t sign confidentiality agreements. They are already legally obligated to comply with fiduciary duties, which would include keeping secrets secret.

Our board members do sigh an Ethics Agreement and one item is to keep confidential executive session matters confidential.

Now if your Board isn't following FL statutes about the very few things that CAN be d confidential, they might be objecting?

Nope - by LAW, boards entering into closed session are bound to confidentiality. There are clear and concise reasons for boards to enter into executive session; no motions are made there; motions must be made in open board session.

After that, anything in regular board meeting business can be discussed.

What Kerry said. Executive sessions are to be confidential anyway, so there's no need for a confidentiality agreement.

It may be these board members need to be reminded what executive sessions are for - usually to discuss sensitive issues like homeowner delinquencies, lawsuits against the association, or board member discipline (such as disclosing executive session conversations to unauthorized persons).

I appreciate your board members wanting to be transparent (compared to a lot of the other stuff I read about on this website!). This is one reason why executive sessions should be RARE. Perhaps your association attorney can send a note reminding everyone what executive sessions are, the type of issues that are usually discussed therein and why those issues should be kept confidential. To make sure everyone understands what's at stake, put together a policy on executive sessions based on that and pass a formal resolution adopting it. That can be placed in the minutes at regular board meetings, which should be available to homeowners.

Maybe motions and votes cannot be made in executive session in Sue's state, but they can be in CA and per my HOA's bylaws.

They feel if they disagree at a closed meeting with the other Board members they should be able to go back and let their homeowners know why they disagreed.

Marilyn Wrote: Re: executive session, the three new directors, " feel if they disagree at a closed meeting with the other Board members they should be able to go back and let their homeowners know why they disagreed." Well, they are wrong. FL statutes spell out what must be confidential and those 3 directors must bide by the law.

A note from your HOA attorney, as Sheila suggests, specifying exactly what must be kept confidential could help a lot!