Discussing Board Business with General Membership

Started by NpB • 16 replies • 600 views

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NpB (Arizona)
Posts: 604

Posted:

When a Board member discusses internal Board business (email discussions) or executive session meeting content with the general membership,, what are the consequences? There are no statutes I am aware of that mandate the termination of that Board member's position for discussing internal Board business with the general membership.

JohnC46 (South Carolina)
Posts: 14,230

Posted:

NpB

Stop looking for laws/statutes to control association business and BOD Member actions. As long as not illegal/criminal (embezzlement, assault, etc. ) the answer are in your Bylaws. Some say Censure a BOD Member but that is like whipping someone with wet noodle. It means nothing. Censure my a$$....kiss it.

NpB (Arizona)
Posts: 604

Posted:

Quote:

Posted By JohnC46 on 11/22/2020 2:35 PM
NpB

Stop looking for laws/statutes to control association business and BOD Member actions. As long as not illegal/criminal (embezzlement, assault, etc. ) the answer are in your Bylaws. Some say Censure a BOD Member but that is like whipping someone with wet noodle. It means nothing. Censure my a$$....kiss it.

If there are no statutes, there is little to stop people from engaging in unethical behavior.

GeorgeS21 (Florida)
Posts: 3,705

Posted:

npb,

Move on, please.

NpB (Arizona)
Posts: 604

Posted:

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SheliaH (Indiana)
Posts: 6,967

Posted:

You don't really need a statute - You can put something in your Bylaws - you've posted here long enough to know that's the first p!ace you look, because not every situation in HOA land will be covered by state law.

Your board needs an email policy, which should start with NOT making association decisions that should be discussed in an open board meeting and voted upon accordingly. The policy should also address emergency decision making that may require this and preserving those emails because those should be considered association records. Emails and taxes discussing attorney - client require special considerations, so have a chat with him or her about all of this.

As for the executive sessions, you already know those should be rare and the details shouldn't be discussed with unauthorized people. You need a policy about that too, so once again, talk to your attorney.

Strong censures and relieving the person or an officer position are good, and You could ask for his or resignation, but if he or she won't resign, you'll have to leave it to the homeowners to either vote that person out of office or do a recall. That's all you can do as far as punishment goes.

If it is not right do not do it; if it is not true do not say it. Marcus Aurelius

NpB (Arizona)
Posts: 604

Posted:

Quote:

Posted By SheliaH on 11/22/2020 3:01 PM
You don't really need a statute - You can put something in your Bylaws - you've posted here long enough to know that's the first p!ace you look, because not every situation in HOA land will be covered by state law.

Your board needs an email policy, which should start with NOT making association decisions that should be discussed in an open board meeting and voted upon accordingly. The policy should also address emergency decision making that may require this and preserving those emails because those should be considered association records. Emails and taxes discussing attorney - client require special considerations, so have a chat with him or her about all of this.

As for the executive sessions, you already know those should be rare and the details shouldn't be discussed with unauthorized people. You need a policy about that too, so once again, talk to your attorney.

Strong censures and relieving the person or an officer position are good, and You could ask for his or resignation, but if he or she won't resign, you'll have to leave it to the homeowners to either vote that person out of office or do a recall. That's all you can do as far as punishment goes.

Thank you for your helpful post.

CathyA3 (Ohio)
Posts: 6,286

Posted:

Is it smart to do? Nope. Does it happen? Yup.

Some board members will think they're doing a good thing, being approachable and "keeping the community informed". Others will use this avenue to spread misinformation and stir up trouble.

The board as a whole needs to make diligent use of all official communication channels to inform the community: web site, newsletters, distributing copies of board meeting minutes, etc. You won't be able to shut down a determined troublemaker, but you will be able to damage his credibility. Do it.

You'll have to take additional steps if Mr./Ms. Blabbermouth is disclosing confidential information, which is always a risk when a board member goes outside of official channels.

KerryL1 (California)
Posts: 14,519

Posted:

Are you saying you're on the Board now, NpB? Is it you who's revealing confidential matters? Please answer those questions.

Your state statutes say what may be confidential and discussed in executive session, right? This mean your Board can roll out sanctions. We have a written censure procedure that I barely can recall since we haven't be needed it. We also, with cause, can remove a director from an office s/he hold, along the lines that Sheila notes.

As for email, I don't think in AZ that confidential exchanges should take place among board members.

NpB (Arizona)
Posts: 604

Posted:

Quote:

Posted By KerryL1 on 11/22/2020 4:49 PM
Are you saying you're on the Board now, NpB? Is it you who's revealing confidential matters? Please answer those questions.

Your state statutes say what may be confidential and discussed in executive session, right? This mean your Board can roll out sanctions. We have a written censure procedure that I barely can recall since we haven't be needed it. We also, with cause, can remove a director from an office s/he hold, along the lines that Sheila notes.

As for email, I don't think in AZ that confidential exchanges should take place among board members.

If you read some of my previous posts, you would have deciphered that I am a Board member. It is not me who is revealing confidential matters.

KerryL1 (California)
Posts: 14,519

Posted:

A lot of people post on this forum, NpB, I don't think we all remember whether or not someone's on a Board. Did you want us all to check your previous posts?

JohnC77
Posts: 530

Posted:

Quote:

Posted By KerryL1 on 11/24/2020 12:21 PM
A lot of people post on this forum, NpB, I don't think we all remember whether or not someone's on a Board. Did you want us all to check your previous posts?

Aren't we being a little snarky today?

KerryL1 (California)
Posts: 14,519

Posted:

JohnC77: Yes.

AugustinD
Posts: 5,132

Posted:

lol

Attaway, KerryL1

MichaelS56 (Minnesota)
Posts: 877

Posted:

It is time for the Board to begin discussions on Board ethics. Good to Great materials has some standards that would allow for a good discussions. There a lot of material available to use to help shape what type of behavior your Board wants to use when managing the association business.

AnnaJ1 (Maryland)
Posts: 95

Posted:

Our Board dealt with a dissenter member who did just that. We couldn't do anything in an official capacity. The best thing perhaps is for the president to have a discussion with the offender.

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