Illegal Meeting & If Actions Taken are Void

Our HOA homeowners did a proper recall of these 3 self-appointed directors that assumed positions due to a recall they did and during the 5 full business day period allowed to certify or reject the recall, they posted notices in the community for two BOD meetings to be held a few days from the date of posting. The notices gave all the information for a Zoom meeting with event IDs and codes for both meetings. On the meeting this question is about, when it was time for owners to Zoom in on the computer or call in, we all found that the codes and ID's were incorrect and we could not join the meeting and owners posted in the Facebook and Nextdoor groups asking what the codes were as the codes are given didn't work. Some owners emailed and called management but this meeting was at 2:20 pm on Sunday and was not getting a response. A few other owners, myself included text the current president as we had her cell number and asked for the sign-ins and asked what happened. She did text back the link and the real codes and IDs for the meeting and after about 20 minutes, 17 of the 63 homeowners were able to join the meeting. At this meeting, the 3 current directors increased the number of directors from 3 to 4 directors, appointed the 4 new directors, voted, and added an owner as an officer. The three directors then resigned their officer positions of President, Secretary, and Treasurer and appointed two of the new directors to these positions.

Two days later, they had a meeting to certify the recall ballots, the logins were correct for that meeting. The former President called the meeting to order and the former secretary took the floor and went on a rant about how the ballots were not delivered to the management company properly and they claimed they mailed the ballots back and stated they did not have to accept them for lack of proof that the person who served them was a real process server and they wanted proof of this. Someone provided proof of service and they finally accepted and voted to certify the recall. After that these former officers and directors voted to add another owner on as the treasurer. They stacked the deck of 4 of their directors and two officers that they selected. The owners on the call were furious and when the open session was permitted, blasted them for adding directors during their recall, for not allowing the new president or vice president to chair the meeting, and that they had no right to add another officer after they had resigned and accepted the recall. Another owner spoke up that the first recall was a sham and deceitful and that the director who was just removed lied to everyone she took the original recall to and got signed. Another recalled director stated that all of us owners could be held liable for stating in person and on social media that they lied and were deceitful with the original recall. Well, that got everyone up in arms.

We believe what transpired here was a travesty and believe the meeting that no one could attend online was illegal and therefore any actions, decisions, and motions approved at that meeting are null and void. We are seeking legal counsel to discuss this and amazingly, when calling around for an attorney, we found that the director who is an attorney had called many area attorneys asking for letters of engagement for the HOA thereby there would be no attorneys who could represent us against the HOA. WOW!!!So, the owners did a proper recall of these 3 self-appointed directors and during the 5 full business day period they are allowed to certify or reject the recall, they held two more BOD meetings, added 4 new directors, voted added two owners as officers. They then resigned their positions of President, Secretary, and Treasurer and appointed two of the new directors to these positions. This was a Zoom/conference call meeting and the notice posted 48 hours in advance had the wrong codes to log into the Zoom. 17 owners finally got in the meeting and only because they text the president stating they couldn't access the meeting.

DBPR here in Florida will only handle arbitration, elections, and recalls for HOA's. COA's are more protected here.

Thoughts on this???

Recalls of multi people rarely work especially if those being recalled decide to fight the recall. There are many T's to cross and I's to dot. Rarely can a lay person(s) make it happen. Typically those wanting the recall should retain an attorney to guide them.

When the BOD in up to full complement, the BOD can appoint members to fill the empty seats. Many docs call for a BOD of 3 to 7 and the BOD can determine the size of the BOD as long as it is 3 to 7 members.

Michele

It would be most helpful if you would use paragraphs in your post and only present the facts and other relevant information. I found it very difficult to read your post on my iPhone, and not much easier on my computer.

For example, you describe how furious some owners were. The fury is understandable but does not facilitate understanding and analysis of your post. That is not information which will be helpful to those attempting to assist you.

Thanks.

-- As far as I am concerned, an amendment not recorded = an amendment that is not valid.

-- I am not convinced that DBPR is correct in stating it does not have the legal authority to address the situation. The OP would have to read GenoS's excellent posts on this, referring to arbitration decisions actually made by DBPR, to get a better handle on this. Regardless, if DBPR is saying no, then DBPR is saying no. On the third hand, I wonder if the complaint the OP's HOA submitted was as garbled as many of the posts here, and DBPR was not going to deal with it as a result. Sorry Michele. I know this is harsh. But I have learned here is that many well-intentioned posters here either cannot communicate effectively or do not know enough about the law and covenants to know what needs to be communicated.

-- I think your best bet is for you all to chip in and hire an attorney. Yes, it will be expensive. Yes I think no one there has the capabilities to address the situation without an attorney.

-- The remaining alternative is to move. Seriously. Your Board is crooked.

I understand. Many come out here and only present facts to support the result they want/wanted. Some go on and on with no clear facts and/or they intermingle things.

Michele

You are intermingling things thus making it hard to understand anything.

You are juggling to many subjects You need to clarify.

As I see it there are two several issues:

1. Was the meeting legal as people were not properly told how to participate?

2. It is in the power of the BOD to increase BOD size? What do your Bylaws say about BOD size? If such is within the power of the BOD to decide, then the legality of the meeting is a Red Herring offered up by those that did not like the BOD expansion.

Ours say 3 to 7 members but do not define who decides thus we have operated under the principle that the BOD (and the BOD alone) decides. We have never been legally challenged on this.

3. Many want/think everything a BOD does has to be open to voting and discussion by all association members. Wrongo on that one.

My overall impression was the BOD was quite sloppy in their handling of the situation but they did probably did nothing legally wrong.