2019 Annual Meeting there was no quorum to vote for officers?

-- No quorum means no meeting.

-- Unless your HOA's governing documents require the Board to re-attempt the annual meeting, then they are not under any legal obligation to do so.

-- Corporate statutes typically say that directors continue until either they are replaced. No election = no replacements = directors continue.

-- It's not the board that does this every year as much as it is the apathetic membership. Whoever does not show up for the annual meetings (in person or by proxy) evidently is fine with the status quo.

I am going to disagree. The Board run the Annual meeting, the presiding officer does. Proper procedure would be for the presiding officer to call for a vote to adjourn of the members present. Governing documents, specifically the Bylaws may have language that allows the adjourned meeting to have a reduced quorum.

Too many people think the board is the run that runs the annual meeting, they don't.

I am going to go with JohnC77 on this one. There is no reduced quorum though.

Here is what a NY attorney said about the situation on JA.

"If the by-laws require a quorum, and a quorum was not there, then no business that occurred at that meeting is valid. No decisions can be made, and no votes can occur.

While technically, if the vote to renew board positions was supposed to occur, if it didn't happen, then bylaws usually should dictate what should happen. A new meeting should be scheduled IMMEDIATELY to conduct the vote with a proper quorum, as no other board meetings can occur and no board business may be conducted until a formal vote occurs to reinstate the board, or new board members are voted in.

If this current board meets and makes decisions, all of those decisions are likely null and void, because there is no validly elected board membership..."

I checked state corporation laws, nothing, now it seems that the articles of incorporation may shed some light on this issue...

The President Presides at all meetings and the annual meetings as per the by-laws. 10% of the active membership is required for quorum and must be present or represented by proxy in order to transact any legal business of the Association.

So...when the pres saw there was not a quorum, there could be no annual meeting. Everyone should have gone home and members should have been notified, there was no valid annual meeting and we need to have one, so please show up, or the 7 Board members and officers could reschedule the meeting and when they come back bring some proxy's if they want to keep their position.

To do anything otherwise in my opinion is unethical at the least, may be illegal. The apathetic membership has been bullied by this domineering Pres for five years, He does what he wants cause he has stacked the board with his buddies.

So the question is does the illegitimate Board still get legal protections? And enjoy the privilege of not being sued for deceptive trade practices, misrepresentation, breach of contract, impersonating an officer, etc...

If the members do not show to the annual election, and the current board does not in good faith, try to
hold another valid election, then yes the majority of members have spoken, there is no validly elected board and apparently, the members do not want one, and the Board did not act reasonably, ethically, or in good faith to notifiy the member's that there was no election or valid annual meeting.

Nothing says the show must go on? I say the members have boycotted the meetings and have such invalidated the HOA.

Jack,

Per your posting, and has been explained by others, there was no quorum.
If there is no quorum, no business may be conducted except to adjourn to a new meeting (and try to make quorum) or to simply adjourn.

I expect that your Association is incorporated, most are but check to be sure.
Being incorporated, the Association must also comply with corporate laws.

Per 18 O.S. § 1027 (OSCN 2020), Directors and Officers, part of the OK General Corporation Act (under paragraph B):

Each director shall hold office until a successor is elected and qualified or until his or her earlier resignation or removal.

Therefore, per applicable statute, if there is no election (which, in your case, was due to lack of quorum) the same individual would continue to serve unless they resigned.

The way to fix this would be to gather support for the next meeting and have more members show up or provide you with their proxy statement so there will be enough members present (in person or by proxy) to achieve a quorum. If you have enough proxies, you might even control the vote of who is elected to the board.