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RowenaL (New Jersey)
Posts: 3
Posted:
Our current HOA consist of 11 officers, that is now divided into two groups. FIRST GROUP is the President and one Board of Directors, and the SECOND GROUP is all the rest of the HOA officers (VP, Secretary, Treasurer, Auditor, and 5 Board of Directors). According to President, she and the one Board members came very strong with their opinions in many meetings that the other officers are not happy with it because this one Board of Directors asked the Treasurer on several occasions to provide an Updated HOA Financial Statement that the Treasurer is still unable to present, and the Auditor is supporting that.

So now the SECOND GROUP held meetings without the FIRST GROUP. This SECOND GROUP do not tell the FIRST GROUP what is happening or what transpired during the meetings, there were already two meetings held without the SECOND GROUP. According to the President, she received messages from one resident saying that she is unfit to be a PRESIDENT as she is not doing her work properly. And the one Board of Directors with the President is also unaware of what is going on in the HOA because he is not informed anymore of what is going on within the HOA officers, and only rely on what is being posted on FB for information.

In this case and in the current Coronavirus lockdown, what to do with this coup? Please help.
SheliaH (Indiana)
Posts: 6,964
Posted:
Sounds like you're on the board - am I to assume you're in group one?

I realize Covid-19 has everyone on edge from staying at home, possible financial strains and all that, but this behavior is unacceptable. The second group has the numbers in terms of making decisions, but sometimes that means all the tools are on the same side.

I don't know if by coming on strong with opinions means your statement were !aced with shouting, cussing and name calling - if that's the case, you and the president need to apologize for your behavior. The second group needs to get hold of themselves, and then everyone needs to bash out their differences in an executive session (maybe two or three).

This may require some sort of professional mediator to run the session so you don't wind up killing each other, but let's see if you can start by send it a letter to the rest of the board requesting a session. you can start by saying you realize that things have gotten out of hand and mistakes have been made in all sides. All of you have a job to do in managing the association, and while you may not always agree, making decisions in the best interest of the association is what your neighbors have tasked you to do and fight now that isn't being done.

Suggest a meeting where everyone gets a chance to speak their piece - a time limit for every is fine (5-8 minutes for this). Everyone e keeps their mouths shut and do not comment until everyone has had their say. A meritorious then note common themes and every states addressing them one by one.

Generally I suggest keeping personalities out of this but all of you have to learn how to work together. That may mean some officer positions need to change, but first give everyone a chance to improve, and I'm not just talking about the president. Stop with the separate meetings - as long as group one are board members, they have a right and I ligation to be at meetings where decisions are being made. Otherwise, group two runs the risk of making a truly awful decision and won't be able to blame the president of anyone else because they froze out group one.

You don't say if you have a property manager, but he or she may know a mediator who can help the the group through this process. This is not a job for the manager because that really isn't his/her role and there could be a conflict of interest issue if he/she has a bias towards group one of two

Finally, everyone should look for some books on dealing with difficult people, active listening and improving communication skills, read them and see how they can adapt their behavior. There are tons of articles all over the web on the subject -Google leadership skills and you'll find all sorts of information. Before the group can improve, everyone should be adult enough to analyze their behavior I all this and see what they did or didn't do that caused those schism. For the who say "but I didn't do anything!" , they should know that in itself could be a problem.

Good luck and be patient with yourself and others. If you try to make amends and nothing happens, and you feel you need to jet, at least you tried, so don't apologize if you feel it's best for you to step down. This is a volunteer position and not worth your blood pressure skyrocketing.


If it is not right do not do it; if it is not true do not say it. Marcus Aurelius
GeorgeS21 (Florida)
Posts: 3,808
Posted:
Hey Rowena,

Can we get some more info - like how you have 11 directors or your Board - can you quote some language from your docs per this very large number?
CathyA3 (Ohio)
Posts: 6,299
Posted:
One thing I noticed, aside from the oddly high number of players - In most associations, the board of directors are the decision makers, and the officers are advisory only. I'd also like to see what the OP's bylaws say about this.
KerryL1 (California)
Posts: 14,550
Posted:
With Cathy & George. Cite the exact quote that says how many directors your HOA should have. With a direct quote, show us the title of the officers.

A board of 11 seems very outside the norm unless you're a huge HOA. What size is your Association.

Btw, members of the board are called "directors."
ND (PA)
Posts: 792
Posted:
I'd venture to say that any decisions either group is making and executing are improper and put the individuals and association at risk since the "meetings" are not being properly called and conducted.

I suggest all stop acting childish and call a proper meeting to lay things on the table and figure out how to operate moving forward.

As others have mentioned, the Board is the decision-making entity of the HOA and the Officers work to execute the decisions. When it comes to meetings, Officer participation is necessary; however, it's the presence of a quorum of Board Members at a properly-called meeting that allow the meeting to occur; the decisions made to be proper and executable; and the minutes of said meeting to officially and authoritatively document those decisions.
JohnC46 (South Carolina)
Posts: 14,265
Posted:
Row

Typically notice must be given when/where a BOD Meeting is to be held. The BOD will need a Quorum (6 of your 11) in attendance to conduct any business. Anything other meetings are not HOA Business.
ND (PA)
Posts: 792
Posted:
Quote:
Posted By JohnC46 on 04/30/2020 9:57 AM
Row

The BOD will need a Quorum (6 of your 11) in attendance to conduct any business.

Based on info provided and from what I understand, this is incorrect.

Quorum for a Board Meeting is typically the presence (in this case via in-person, telecon, zoom, or other non-contact method) of a majority of the members of the Board (meaning Board Members/Directors, not Officers). While Officers should also be present to conduct the meeting, provide reports, record minutes, etc. . . . it's not absolutely required for the meeting to occur and for business to be conducted (but then someone present will need to accomplish duties of those Officers not present).

From the numbers/positions provided by the OP, it sounds like there are presently 6 Board Members/Directors and 5 other persons occupying Officer positions. So for a proper meeting to be held, it must be noticed properly (IAW docs), and quorum of the Board Members/Directors (as defined by docs) must be present . . . so most likely 4 of the 6 Board Members must be present. 3 Board members is not sufficient since that is not a majority.

As far as what the docs call for in terms of # Board Members/Directors, # and position of Officers, and whether Directors may serve as Officers is something else still not yet answered.
GeorgeS21 (Florida)
Posts: 3,808
Posted:
Rowena still with us?

This is an interesting and potentially not so common circumstance.

I do have a friend who is a director on a board in a nearby neighborhood with 42 properties in which their docs call for 10 directors - so, they have meetings that are just group gropes - waaaaay too many. He only recently, after I directed him to read the many threads on hoatalk, was able to coerce the board into obtaining D&O insurance - said it was a big fight. Most didn't want liability, either, but were convinced. The neighborhood has specialty sports areas that it allows teams to use, and sometime rent. Big deal liability. Oher board members thought that since they had almost no reserves none of the insurance was necessary. :-)
RowenaL (New Jersey)
Posts: 3
Posted:
Hello thanks to all of your replies. Here are my answers to some of your questions and concerns;
1. Yes a BOD, yes some loud disagreement words were exchanged, reasons it became that way was members from both sides did not listen to each other and a G2 member thought she can always interpret what I would suggest, when I asked her to stop trying to put words or trying to be my voice when I can do it clearly. That was sit 1. Sit 2 was when the finance report was ask to be seen ever since the beginning of this HOA, the auditor and treasurer responses were ā€œwe got nothing to hide and why you want to see. After extensive explanation of their responsibilities to BOD and the community, the two A&T still have not provided the required info.
2. Different day, some prejudice comments came out from the auditor which did not help out either and none of the other members sought to consul the person on their comments nor condone it, this left a serious bitterness within the group.
The subdivision-community has apx. 350 homes and members, and our HLURB says 11 members are needed for an active HOA here.
Titles are as follows; President, Vice P, Treasurer, Auditor, and Secretary. Then six Board of Director’s (BOD).
3. The HOA used to have a FB messenger page for us to chat during the lockdown, but now all has left and probably created another one, ha ha.
4. Now today the President has called for an emergency meeting to turn in her resignation in from of the Officers and BOD members.
5. The unforeseen truth her in this HOA is that funds have been spent and no real detailed financial ledger has been produce, all items that have been spent or brought have been put on a simple two column ledger to represent money spent and ending balance, with a beginning balance on top only. a brief description of where the collected dues was annotated. Again, when I or a community member asked for a detailed expense report none was provide and this has gone on since Jan this year and plus the last two years of the HOA. So yes, a major problem with presenting or providing the financial report. The real property that was brought was never inventory nor has it been properly secured or hand receipted out.
6. Here is the real kicker, I joined this site to seek guidance and possible solutions because this HOA’s should be run as a professional Association but it will be hard as it has a bad reputation from the past (more than 5 years). This HOA I am part of is in the Philippines, so things in the HOA are broken.
7. I am American and you can guess the rest, so my wanting to make this HOA correct is seriously fallen onto (not really) deaf ears but, don’t care attitude’s. You can’t blame me for wanting to do good for the community.

RowenaL (New Jersey)
Posts: 3
Posted:
Hello to all who have read and reply, I was the one who wrote on my wife's discussion, the opinions and words were all mine and mine alone. The HOA here follows very similar rules and laws as the states so this is where I come for information. Thank You
GeorgeS21 (Florida)
Posts: 3,808
Posted:
So, the HOA is not in NJ, but the PI?

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