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DennisG7 (Georgia)
Posts: 155
Posted:
Last month I was elected to the HOA Board and also elected as the President. Two new BOD members were also elected. During our review of recent records, invoices, etc we cam across several invoices from the law firm representing us. The billing, which was sent to the MC, was for work they had done based on inquires sent to them from the MC. It appears from the very brief description we can read, that a major real estate/investment firm had made contact with the MC and was asking about a parcel of unused wooded land we own on the far end of the HOA. This property, about 11.4 acres, cannot be reached without traveling outside the HOA and driving about 2 miles to get to it. There are wetlands and a stream that prevents easy access from the side that borders us. However it is easily accessible from another state highway on the western side of the HOA.

We have owned the property since the HOA was developed some 22 years ago but it has remained vacant and unused. The interest in purchasing the pproperty intrigued us but we do not have any of the correspondence between any of the parites, the MC, the attorney or the investment firm. We have asked the MC for a copy of all the emails or written correspondence with the investment firm. Yesterday they replied to us that they don't have any files. Their email says all files were deleted/detroyed. I thought that records needed to be maintained 3-4 years, some even longer. Since we paid the MC for all the transaction that ocurred I believe we are entitled to this information.

Does anyone have a suggestion as to what our next step is in getting a copy of what transpired?

Thanks.
Dennisg7
AugustinD
Posts: 3,698
Posted:
Do your Bylaws define what a "record" is? Do your Bylaws say anything about how long records must be kept?

I see nothing in the Georgia nonprofit corporation act or the Georgia Property Owners Association Act that would require keeping such emails as corporate records. I used:
https://law.justia.com/codes/georgia/2020/title-14/chapter-3/article-16/part-1/section-14-3-1601/

https://law.justia.com/codes/georgia/2020/title-44/chapter-3/article-6/section-44-3-227/

I doubt these statutes have changed since 2020, but it's always possible they have.

I think your best bet is to contact the company/developer that was interested, and see whether they still are; on what terms; et cetera.

To sell the land, your covenants likely require an owners' vote. The city/county may be involved, since the land may be designated "open space," flood plain, and the like, and your board should want to know this.

Since you are new to the Board, I advise at least skimming the table of contents of each of the aforementioned statutes.

ND (PA)
Posts: 792
Posted:
So are the 3 of you new BOD Members the only BOD Members, or are there others? If others, I assume they aren't new and would have records that they can share with you.

Are previous BOD Members accessible? Contact them to see what they know and can share. If not accessible or refusing to assist, why is that the case?

If neither previous BOD Members nor MC are willing to help an entirely-new Board, then I assume there is a lot more going on that you either are (and are not sharing) or are not aware of.
JohnC46 (South Carolina)
Posts: 14,265
Posted:
Dennis

If interested in selling, have your lawyer contact the interested party. What happened before is not of great interest. What happens moving forward is what is of interest.
PatJ1 (North Carolina)
Posts: 568
Posted:
Quote:
Posted By JohnC46 on 01/05/2022 10:38 AM
Dennis

If interested in selling, have your lawyer contact the interested party. What happened before is not of great interest. What happens moving forward is what is of interest.

I agree with John to move forward. Focusing on what happened in the past puts the future on hold. Times change rapidly. What was then isn't what's going on now.

Board members time is limited. Some Board members get so involved in the past, nothing gets done.
ND (PA)
Posts: 792
Posted:
Quote:
Posted By JohnC46 on 01/05/2022 10:38 AM
Dennis

If interested in selling, have your lawyer contact the interested party. What happened before is not of great interest. What happens moving forward is what is of interest.

I disagree.

My understanding of the series of events is:
1) A major real estate/investment firm somewhat recently reached out to the MC of an HOA showing interest in purchasing a piece of HOA-owned property.
2) The MC engaged the HOA's lawyer with some type of questions/requests . . . several uncertainties: uncertain if this was done with or without Board knowledge or approval; uncertain what was actually asked of the attorney; uncertain what the attorney actually provided as a result of their time spent.
3) Lawyer invoices HOA for time spent doing whatever they were doing and sends to MC for payment (assumed that MC paid the lawyer).

In my opinion, selling a piece of HOA-owned property is no small feat and nothing to be taken lightly. There are potentially significant short-term and long-term implications, legalities, considerations, etc. It's not just something that the Board can decide they are "interested" in doing and then subsequently carry out on their own.

Legal advice was already sought and paid for by the HOA in regard to something that is probably/hopefully relevant. Records of whatever was done exist somewhere. I find it silly and somewhat unbelievabel that an MC would have destroyed whatever record(s) the have/had. If nowhere else, the lawyer should have some record. The current Board is within their rights (and IMO obligated) to obtain and review those records for whatever benefit may come of it.
KerryL1 (California)
Posts: 14,550
Posted:
Does your HOA have a contract with the law firm you mention above? Whether you do or not, shouldn't you be contacting them for further details??? then, as Pat & JohnC advice, move forward. this could be a very nice thing for your HOA.
LynneM (Massachusetts)
Posts: 52
Posted:
How about contacting the law firm that handled the issue for the mc. If their fee was deducted from your budget certainly they would have documentation of the work they were paid for and the developer should have documents.

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