Board Fail to hold yearly election

Stop assuming there is a "They/Them" that exist. It is YOU and your neighbors. The play book is in your hands. Start playing it.

Because the last board member failed to hold a yearly meeting after her term expired. I drafted up a notice for a interim HOA election. The notice was given out and posted on a community web site. I also drafted up a ballot, proxy forms and a sign in sheet to establish a quorum… which we were able to do. As a result of the meeting…that was held in the community outside in a common area, the community was able to select a completely new board. The resident agent is aware of the election…of the interim board. The resident agent said that the last board member said she was going to send out notices to have an end of month January election…so that the community can once again elect the interim board members… however…the last board member did not send out notices. The community want the last board member removed…using the petition for removal which our bylaws support. Since I was elected interim President… I have written two letters to the resident agent to put her on notice as to what is going on in our community. I have also spoken with the resident agent. I have left a message with her receptionist to have her contact me. She has not contacted me since I wrote her the second letter…to inform her…that no notice was sent to community homeowners to hold a election. The last board member has not turned any HOA documents over to the elected interim board…so that we can move forward. The resident agent and last board members are holding our community hostage…what do we do? The community has no money to hire an attorney after a resent frivolous lawsuit was filed and the HOA board lost. So what next?

Our petition met the requirements based on our bylaws…that is why I’m confused…why is it taking so long to get the last board member removed….the last board member should be removed…since the community has already elected a new interim board to replace the last board member. The community has repeatedly requested financial documents, budget and minutes for the past 4 years and nothing have been provided and the resident agent is aware of that fact. We have less than 100 homes in our community.

The HOA board term expired in June or August 2021. I submitted a letter to the Board to hold a special meeting for a yearly election. At the time I submitted the letter there were 3 board members…2 of 3 have resigned. No notice of the special meeting was sent out to the community. I would think a professional HOA resident agent works on behalf of the community not just one board member who’s time has expired and who have repeatedly lied about sending out election notice. Removing this person as a director may not be possible if she was elected by the members, but she was not…for a second term. I can prove a breach of fiduciary duty. That is, to prove that she was acting for her personal benefit at the expense of the association. Her position as President is not so assured, especially if it can be proven that she deliberately and knowingly refused to hold the annual meetings required by law. The declaration likely gives her the right to serve on the board but there is no such thing as a right to be an officer. How can a board member who term has expired and has repeatedly fail to hold a election be considered acting in good faith and abiding by her fiduciary duties if they fail to follow the governing documents of the community…they serve?

I have spoken with the resident agent. She did not state their were an issue on the interim board end on how we elected the interim board. Notice were sent out…time, place and date. Community members should up. We had enough attendance and proxy’s from the community to have a quorum. The meeting was second and the meeting was open to conduct community business. Also, on the notice was the reason for the meeting and the agenda of the meeting. The resident agent was sent a copy of the documents that was drafted for the meeting. She has not stated a concern about not following our governing documents.