Executive Session Agenda Requirements

Started by BruceA5 • 71 replies • 1310 views

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BruceA5 (California)
Posts: 3

Posted:

California civil code 4920 (d)

Notice of a board meeting shall contain the agenda for the meeting.

I believe that this code requires an agenda even for an executive session.

Our management company has cleverly side stepped this requirement by always proving an agenda that covers all possible topics that could be covered in an executive session. Management defends this practice by saying that there could be something that comes up.
Minutes for the executive session clearly show that they are not discussing all of the topics on the agenda. To me, the agenda is worthless and violates the intent of 4920 (d)

Executive meetings are always held after our open meetings.
Here is what the executive agenda looks like for all of our meetings.

7:00 EXECUTIVE SESSION (closed session)
(a) Legal
(b) Foreclosure
(c) Contracts / Bids / Proposals
(d) Disciplinary Hearings
(e) Payment Plans
(f) Personnel

I have tried to get Management to change their ways by writing letters and by discussing this issue in open forum. Any thoughts?

KerryL1 (California)
Posts: 14,550

Posted:

It appears you're not on the board, right, Bruce? I ask because you seem to be able to read the minutes from executive session and those aren't available to non-board members. So this is puzzling.

Perhaps the PM is only following the Board's directions. When you've asked during an open meeting's open forum why the ES agenda includes all possible topics, don't you ask the Board? What is the reply?

Yes, I agree that the ES agendas must be posted 2 days in advance of the meeting and that, by definition, it contains real matters that the board will discuss.

Another Civil Code requirement is that the topics acted on in ES must be disclosed in the next open board meeting's minutes (Civil 4935(e)). Does that happen??

SheliaH (Indiana)
Posts: 6,964

Posted:

If you're on the board, why are you and your colleagues allowing them to set your agenda for ANY of your meetings? You decide if and when executive meetings are held and what will be discussed.

Generally, executive sessions should be rare and reserved for sensitive issues like board member discipline or litigation against the association. They're closed to homeowners for that reason, so most of what you have on your list could be reserved to executive session.

That said, you could discuss delinquencies by only referring to them by account number and still vote on whether to approve a payment plan. For bids, simply refer to the companies as company one, two, etc. Personnel issues should be addressed privately, as should legal action, due to attorney-client relations

I suspect your board won't always have these issues at every meeting, so perhaps they need to organized things better. Read your own documents to see what's required - they may even address executive sessions.

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

BruceA5 (California)
Posts: 3

Posted:

I am not on the board.

I do not read or have access to the minutes of the executive meeting.
I should have said that I learn of the topics discussed in executive session that are presented in the next open meeting as per your description of civil code 4935(e).

The board members in the past have not commented when I bring up this issue. I was actually successful in one meeting and the PM did make the change for one meeting. We now have a new PM from the same management company who steadfastly says that this is the way they will present all future executive agendas. We now have three new board members who made comments in the last meeting that may support my position. Unfortunately, the next meeting will involve another new PM from the same company.

I am trying to be proactive here as this is how the agenda has been presented for at least the last 4 years.
I am hopeful that this situation will change but I want to be prepared and try another approach if my request fails.

I was planning on writing to the elected official that represent me in Sacramento, California. I was going to explain the situation to them and ask if a little more definition could be added to what is required in an executive session agenda. What do you think?

Thank you so much for your input and helping me to become better educated.
It is much appreciated.

KerryL1 (California)
Posts: 14,550

Posted:

The statute is clear enough. And, from what I've heard, our reps in CA congress are not likely to do anything. I'm usually very sympathetic to owners' concerns with their boards of directors, but this topic doesn't seem of much consequence.

Can you say why this bothers you so much?

Is your Board aware that they set the agenda, not the PM? Sure, the PM writes it up. That's why I keep asking what the BOARD says when you ask your question.

SheliaH (Indiana)
Posts: 6,964

Posted:

There's a lot of information on the Davis-Stirling website about California HOA law and best practices, so why not start there to see with what else they say about executive sessions? You still need to read your documents to cover yourself.

Then talk to the board, not the property manager (he or she works at the board's direction, so it'll be easy to change the procedure if the board wants to). What sort of things would you like to hear discussed at the regular meeting that's always placed in executive session? Ask THEM why bids can't be discussed in open meeting? I

It's not like homeowners will jump in and comment - it's a business meeting and homeowners need to be quiet and listen to the proceedings so all agenda items are addressed. You don't need to know which homeowner is delinquent, but you should know the board is taking action. You don't need to know what company sent in a bid, but by listening to the discussion, you'll see how the board reached its conclusion. You can always tell them about another company and ask to see the RFP that was sent out. If keeping order during the meeting is their primary concern, there are ways to do that and keep certain information confidential (e.g. company bids may include proprietary information.)

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

KerryL1 (California)
Posts: 14,550

Posted:

I think Bruce is asking a different question, Shelia. He's saying that the PM lists almost every possible topic on on the ES notice & agenda that must be publicly posted. The PM doesn't just list the actual topics.The PM says they need to list all in case something comes up at the last minute. But that's nonsense. In CA, per Civil Code, the board can add/consider matters that were unexpected and that need quick attention

(If he were asking your question--I'd sure agree that many matters that are permitted to be discussed and voted on in ES could be, for the sake of transparency, easy handled in an open meeting.)

I agree with Bruce that the PM should only post the actual ES topics. But I now ask Bruce: why does this matter so much to you?

BruceA5 (California)
Posts: 3

Posted:

Appreciate everyone’s input but I do not plan to get into a long winded conversation about my feelings and who should do what, etcetera etcetera.

I will now simply just ask if there is a civil code that I can quote that says the following:

Executive session agendas may only include those items that will be discussed in executive session and that the executive session cannot deviate from those items on the agenda.

I can’t find such a civil code.

I would like to amend the Davis-Sterling act to include what I just said above.
Can anyone direct me to a person or group or agency that has the official power to make recommendations to those that update the Davis-Sterling Act.

Thank you.

KerryL1 (California)
Posts: 14,550

Posted:

Civil Code § 4920. Notice of Board Meetings. (b)… (2) If a nonemergency board meeting is held solely in executive session, the association shall give notice of the time and place of the meeting at least two days prior to the meeting…. …(d) Notice of a board meeting shall contain the agenda for the meeting.

Oxford dict. (I think) definition of agenda: “a list of items to be discussed at a formal meeting.” The definition contains within it the items “to be discussed,” not "might be" discussed.

Max, a poster here, owns a CA HOA mgmt. co. and has dealt with the legislators. I haven't, but do not think they will spend time on your desire for a more precise definition.

Better to urge the Board to only list things on the agenda that "are to be" discussed. Has any director told why that isn't the case?

CathyA3 (Ohio)
Posts: 6,299

Posted:

FWIW, our executive sessions nearly always follow the same agenda because there are certain topics that recur every month: delinquencies, collections, liens/foreclosure actions. legal, disciplinary. The only items that would come and go were contracts/other negotiations and personnel, and even they recurred frequently.

It seems like the OP's management company is making sure they comply with the letter of the law, if not the spirit, in case some urgent matter came up after the agenda had been published. I understand agenda requirements and the reasons behind them. On the other hand, it seems somewhat counterproductive to say "nope, we can't talk about this since it missed the deadline" without getting into philosophical contortions over whether the late-breaking issue meets the criteria of an emergency.

I also question whether the benefit of this requirement (ie., keeping homeowners informed) outweighs the benefit of prompt action in the case of Executive Session issues, given that homeowners can't participate or see the minutes. I think it does in the case of General Session topics, but Executive Session...?

So my question is: what does the OP suspect is going on? After all, the words "cleverly sidestepping" imply that the MC has an agenda of their own beyond making sure they always comply with the law. How are the homeowners being harmed by this?

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Personally, that ES Agenda sounds fine to me. One of the reason for ES is to not name people, companies, etc. until a decision is made and then made public.

CathyA3 (Ohio)
Posts: 6,299

Posted:

I'm going to be snarky and point out, that if someone wants to push this, the board can always announce the topic and say "there have been no new developments this month." There: it's on the agenda, it has been discussed.

If this strikes anyone as silly, that's the kind of response you can get when people are forced to comply with rules that don't provide any real benefit if obeyed or any disadvantage if ignored. (For an entertaining look at this sort of thing, Google "malicious compliance".)

KerryL1 (California)
Posts: 14,550

Posted:

Calif. Civ.Code 4930(d) shows boards may add items to the posted agenda if (basically) they involve unforeseen matters that emerged too late for the posted meeting agenda, but must be handled immediately, i.e., were emergencies.

In 14 years on our Board of a complex HOA, we never had to "add" an item to executive session. During that period, we probably had 2-3 emergency executive sessions (no notice or agenda required, and can be done online in CA) always due to a major breakdown in the high rise that needed immediate and very expensive repair/replacement and 2-3 firms were being considered for the contract.

Complying with the CA requirement that agendas be posted for executive session is simple for the PM to type. In our case, there usually are 3-4 executive session matters a month, so why suggest to Owners in the posted agenda that there's a payment plan being considered every month? This makes it sound like delinquencies are an issue.

Why should the agenda show legal matters every month, which makes it sounds like there are legal problems? Why how "Owner Discipline" every moth, which makes it seem t like there are frequent infractions? Why the MC wants to oppose the spirit of the Davis-stirling Open Meeting Act is mystery to me.

Yet Bruce won't tell us WHY the PM's refusal to fix this minor agenda issue bothers him.

(I have no idea how JohnC's reply fits the OP's concern)

MaxB4
Posts: 3,513

Posted:

https://www.davis-stirling.com/HOME/S/Sample-Executive-Agenda

***Pay attention to the comment in red***

KerryL1 (California)
Posts: 14,550

Posted:

Hmmmm, Max, I don't see how a sample ES agenda including the typing in red has anything to do with Bruce's concern.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By KerryL1 on 07/24/2022 4:36 PM
Hmmmm, Max, I don't see how a sample ES agenda including the typing in red has anything to do with Bruce's concern.

I figured it woulld go right over your head.

MaxB4
Posts: 3,513

Posted:

For all the others, Bruce wants a specific type agenda like is done in open session. In the old days, prior to Civil Code being updated in 2012, associations would list old business, new business, as their topics. The reasoning, and I agree, is that by being specific in the topics to be discussed, a member can make an informed decision on whether to attend based on the topics listed on the posted agenda.

Executive session is a different beast. Members cannot attend, unless invited, which generally means they might have been called to a hearing, possibly for disciplinary action. Below is what I put on an agenda for executive session,

CALL TO ORDER-ESTABLISH QUORUM

LEGAL ISSUES

CONTRACT PROPOSALS

DISCIPLINARY HEARINGS

ASSESSMENT ISSUES

PERSONNEL ISSUES

This list is on the advice of the attorneys representing the associations we manage. What I posted, and what Kerry objected to is what was in red, "The agenda descriptions can be even briefer such as "1. Meet with legal counsel to discuss pending litigation;" "2. Member disciplinary hearings;" "3. Review contract proposals;" etc. with no additional detail." Boards should seek legal counsel on how best to describe agenda topics. The Boards did and the agenda listed above is a result of that advice.

On a side note, I happened to have seen Ricky Martin on Friday night at the Hollywood Bowl and Kenny Chesney at So-Fi Stadium last night and have a meeting with a board this Thursday. Executive session comes before the Open Session, so I know the concerts will be discussed at the ES, hope it's ok with Bruce and Kerry?

KerryL1 (California)
Posts: 14,550

Posted:

Again, what bothers me is that Max's generic list that apparently all of his associations use is posted every month and so every month owners who read it might think there are Legal or discipline issues every month. This is NOT reassuring especially when there ARE no problem. It also is misleading.

I see nothing in this quotation that says all possible agenda items for ES must be posted before the meeting.

Why in the world would this board discuss these sorta old-timer performers in executive session? This is a senior community, right?

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By KerryL1 on 07/24/2022 6:47 PM
Again, what bothers me is that Max's generic list that apparently all of his associations use is posted every month and so every month owners who read it might think there are Legal or discipline issues every month. This is NOT reassuring especially when there ARE no problem. It also is misleading. I see nothing in this quotation that says all possible agenda items for ES must be posted before the meeting.

IF, you personally, have an issue on how we post an agenda, please take it up with the attorneys whose advice we followed, https://www.davis-stirling.com/Newsletter-Mailer.

PhyllisL3 (California)
Posts: 116

Posted:

I agree with Bruce. The way my HOA does things is exactly like Bruce describes. We have the exact same "canned agenda" that Bruces' HOA has. Sometimes we don't even have an Executive Session, and we never discuss each item in the agenda.

The purpose of the Open Meeting Act is to give members of the community access and keep them informed of the decisions made for them by the Board of Directors. Obviously the Executive Sessions exist to protect the privacy of individuals on sensitive matters. That is no reason to obscure the true business that is being discussed in Executive Sessions. It is a deception to the membership.

It does seem counterintuitive since the membership cannot read the minutes of an Executive Session, however as one person here has pointed out, having these items on the agenda every month creates a false impression of what is going on in the HOA. Members should not be led to believe that we have members going into foreclosure or being discliplined or we have personnel troubles if we do not.

They should be able to read the general agenda and know that it is reliable information. Executive Session minutes are also discoverable, and does anyone know the ramifications of having exposure that an HOA is publishing misleading agendas when compared to what is actually discussed in the meetings?

I am still considering whether the general reporting in the next Open Session Minutes would sufficiently remediate the false impression created by the canned Executive Session agendas. As board member and secretary of my HOA, I think it is unethical of us to perpetuate this deceptive practice, whether it is maliciously deceptive or simply done for expediency because the board might fail to plan their agenda correctly.

Why don't I change it? I am trying, but it's a tough fight when your colleagues on the board have been there umpteen years and are focused on maintenance or electrical or whatnot and lack the time and interest to dive into the finer points of the proper presentation of agendas and minutes. Then suggesting to your property management company, the professionals who you pay to advise you, that they might not quite have it right, well, that's a barrel of fun.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By PhyllisL3 on 10/24/2022 10:00 PM
I agree with Bruce. The way my HOA does things is exactly like Bruce describes. We have the exact same "canned agenda" that Bruces' HOA has. Sometimes we don't even have an Executive Session, and we never discuss each item in the agenda.

The purpose of the Open Meeting Act is to give members of the community access and keep them informed of the decisions made for them by the Board of Directors. Obviously the Executive Sessions exist to protect the privacy of individuals on sensitive matters. That is no reason to obscure the true business that is being discussed in Executive Sessions. It is a deception to the membership.

It does seem counterintuitive since the membership cannot read the minutes of an Executive Session, however as one person here has pointed out, having these items on the agenda every month creates a false impression of what is going on in the HOA. Members should not be led to believe that we have members going into foreclosure or being discliplined or we have personnel troubles if we do not.

They should be able to read the general agenda and know that it is reliable information. Executive Session minutes are also discoverable, and does anyone know the ramifications of having exposure that an HOA is publishing misleading agendas when compared to what is actually discussed in the meetings?

I am still considering whether the general reporting in the next Open Session Minutes would sufficiently remediate the false impression created by the canned Executive Session agendas. As board member and secretary of my HOA, I think it is unethical of us to perpetuate this deceptive practice, whether it is maliciously deceptive or simply done for expediency because the board might fail to plan their agenda correctly.

Why don't I change it? I am trying, but it's a tough fight when your colleagues on the board have been there umpteen years and are focused on maintenance or electrical or whatnot and lack the time and interest to dive into the finer points of the proper presentation of agendas and minutes. Then suggesting to your property management company, the professionals who you pay to advise you, that they might not quite have it right, well, that's a barrel of fun.

People, based on experience, want to know what actions were actually taken at a meeting, not what was on the agenda per sec. If you follow the rules, a general description of what actions were taken in ES will/should be included in the next open session minutes.

PhyllisL3 (California)
Posts: 116

Posted:

By law, an HOA is required to state on the agenda what is going to be discussed, not what could be discussed. It does not matter what an individual's experience is or what he thinks people want. What matters is following the law. Does posting a phony agenda fulfill the law? It is deceptive and misleading to the members. A canned agenda is more convenient for the board and the property managers to cover for a lack of organization, however a competent board knows four days before the meeting what issues have emerged that need discussion in Executive Session.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By PhyllisL3 on 10/25/2022 6:13 AM
By law, an HOA is required to state on the agenda what is going to be discussed, not what could be discussed. It does not matter what an individual's experience is or what he thinks people want. What matters is following the law. Does posting a phony agenda fulfill the law? It is deceptive and misleading to the members. A canned agenda is more convenient for the board and the property managers to cover for a lack of organization, however a competent board knows four days before the meeting what issues have emerged that need discussion in Executive Session.

Before trying to change the world, it might be best to fix things closer to home.

MaxB4
Posts: 3,513

Posted:

Quote:

BTW...I also follow legal advice when creating and posting agendas, whether open or executive.

PhyllisL3 (California)
Posts: 116

Posted:

People do not always agree. It isn't personal.

KerryL1 (California)
Posts: 14,550

Posted:

Completely agree with you, Phyllis. See my way above. Max is simply wrong. All of the definitions of agenda say: "The word agenda is the plural for the Latin word agendum, which literally means 'something to be done.'" Even the citation that Max supplies references Black's Law Dictionary where agenda means a list of item TO BE discussed. An executive session agenda is not a list of what may, might be or could be discussed.

Perhaps Max can show us a different definition of agenda.

He says he has "legal advice" to list possible Ex. Session agenda items, but he won't show us this opinion. It most certainly IS NOT in the citation he provided because each agenda item on the sample is specific about the topic. Since only 2-days notice is required for ES in CA, the chance that something new emerges is slim. But, even if something did, Boards may vote to consider any matter that emerged after the agenda was posted.

Max wants Owners in the HOAs he manages to think that there's constantly a legal matter, or a disciplinary matter or personnel other problem, every month. I don't see how that benefits the HOAs in question--his clients.

MaxB4
Posts: 3,513

Posted:

Kerry,

First, I didn't say I have an "legal opinion", I said I had "legal advice", since the attorney of my HOA is the Senior Partner of Adams-Stirling PLC, which puts out the www.davis-stirling.com website. You also know that I am allowed to post legal advice from an association's attorney as it is privileged and confidential.

Below is from https://www.davis-stirling.com/HOME/S/Sample-Executive-Agenda

NOTE TO MEMBERS: This meeting is closed to the membership per Civil Code §4935.

1. Legal issues re construction defects.
2. Review painting contract proposals.
3. Disciplinary hearings.
a. Pet leash violation
b. Disabled vehicle parking violation
c. Hardwood floor violation
4. Assessment Issues.
a. Approve foreclosure on delinquent unit
b. Review possible payment plan for delinquent owner
5. Personnel issues.

The agenda descriptions can be even briefer such as "1. Meet with legal counsel to discuss pending litigation;" "2. Member disciplinary hearings;" "3. Review contract proposals;" etc. with no additional detail. Boards should seek legal counsel on how best to describe agenda topics.

So, a board sought legal counsel and that is what we/I follow.

As you should know, the California Legislative body mandated that associations must include on their agendas, a description of what was to be discussed and actions that might be taken so that members can make an informed decision as to whether to attend a meeting. An argument can be made that since members can't attend executive sessions the same rules don't apply.

In 2011, the same California Legislative body got rid of Action Without a Meeting (except in emergency circumstances) because actions taken without a meeting were not documented in the minutes of the next open session meeting as required by statue. As I take the minutes of most meetings, I document and the Board approves what was generally discussed and actions taken in executive session.

Also, where did I reference Black's Law Dictionary? Please cite! Also, Boards, in particular, the president, creates the agenda, not me.

KerryL1 (California)
Posts: 14,550

Posted:

Look, Max, the Ex. Sess.. sample agenda you posted from D-S.com IS detailed. It specifies the exact topics in each permitted category on the agenda. It lists ALL categories to show us examples of what each one might include. Even the "briefer" agenda, specifies one or more topics in each agenda item.

ST D-S.com, see Board Meeting and Agenda : NOTICE TO MEMBERS REQUIRED. Also see quote near the bottom: "Sufficient Detail. Black's Law Dictionary defines "agenda" as "items of business or discussion "TO BE BROUGHT UP" at a meeting." [My emph.]

But Max writes: "Below is what I put on an agenda for executive session,

CALL TO ORDER-ESTABLISH QUORUM

LEGAL ISSUES

CONTRACT PROPOSALS

DISCIPLINARY HEARINGS

ASSESSMENT ISSUES

PERSONNEL ISSUES"

This means every month, quarter or however often, if appears to Owner as though there are problems. With Phyllis, that is misleading and deceptive. There is no reason Owners should have to wait till the open meeting minutes are actually published, go to the website, etc. to learn that only one or 2 of those were actually on the agenda.

Max has NO evidence except "confidential" legal advice that his vague agenda is acceptable.

MaxB4
Posts: 3,513

Posted:

Kerry

I have done this for many years and no association has EVER had an issue. You and Phyliss have an issue, so it appears you need to fix your issue at home.

PhyllisL3 (California)
Posts: 116

Posted:

Max, from the tone of your remarks, you seem to be injecting some emotion into this topic. This forum is a place where people can amicably share and seek guidance on all things HOA in their pursuit of understanding the law and doing the best job they can do to serve their community. People will have disagreements and it is best to accept that without expressing hard feelings about it. Let's agree to disagree.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By PhyllisL3 on 10/25/2022 3:10 PM
Max, from the tone of your remarks, you seem to be injecting some emotion into this topic. This forum is a place where people can amicably share and seek guidance on all things HOA in their pursuit of understanding the law and doing the best job they can do to serve their community. People will have disagreements and it is best to accept that without expressing hard feelings about it. Let's agree to disagree.

Trust me, there is absolutely no emotion. I have always operated in the best interests of the associations I am entrusted to represent.

KerryL1 (California)
Posts: 14,550

Posted:

You also have written, from time to time, Max, that most of your boards are fairly ignorant of HOA statutes, etc. and that you even have to preside at meetings. So, of course, this directors don't ask for proper ex. sess.. agendas.

What matters is that you're unable to show proof to anyone reading this thread that vague agendas are OK for ex. session in CA. They simply are not.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By KerryL1 on 10/25/2022 4:46 PM
You also have written, from time to time, Max, that most of your boards are fairly ignorant of HOA statutes, etc. and that you even have to preside at meetings. So, of course, this directors don't ask for proper ex. sess.. agendas.

What matters is that you're unable to show proof to anyone reading this thread that vague agendas are OK for ex. session in CA. They simply are not.

Exactly where in the founder of www.davis-stirling.com and Adam-Kessler PLC and Adams-Stirling statement "The agenda descriptions can be even briefer such as "1. Meet with legal counsel to discuss pending litigation;" "2. Member disciplinary hearings;" "3. Review contract proposals;" etc. with no additional detail. Boards should seek legal counsel on how best to describe agenda topics. is there anything specific in the description.

Get off your high horse lady! Think you can do a better job, get off your butt and pick up the mantle.

PhyllisL3 (California)
Posts: 116

Posted:

Max, the section you quote only says that the items should be generally mentioned in the agenda that is published to the public. We are talking about the question of putting items on the agenda that are not describing a real agenda item that is before the board and are not actually going to be discussed. The quote you supplied does not endorse putting items on the agenda that are not going to actually be discussed because there is no real world issue pertaining to these items.

Max, you said that you are not being emotional. Why then do you address a woman with vulgar language and derogatory remarks?

Kerry, I am starting to suspect that Max is just here to troll others and we should consider the source.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By PhyllisL3 on 10/25/2022 5:22 PM
Max, the section you quote only says that the items should be generally mentioned in the agenda that is published to the public. We are talking about the question of putting items on the agenda that are not describing a real agenda item that is before the board and are not actually going to be discussed. The quote you supplied does not endorse putting items on the agenda that are not going to actually be discussed because there is no real world issue pertaining to these items.

Max, you said that you are not being emotional. Why then do you address a woman with vulgar language and derogatory remarks?

Kerry, I am starting to suspect that Max is just here to troll others and we should consider the source.

I will continue to handle my associations as I have in the past. In your case, your issue is with your board, not me. Change takes time.

Phyllis, I write agendas posted to the public in the manner counsel has suggested, He was general counsel to the association I once was president of. The agenda was done on his suggestion.

I am not sure what your obsession with agendas is, but what if an agenda you approved of was posted on the bulletin board. If you decided not to show up to the meeting, how would you know it was followed?

BTW, I don't emotion and I don't have time to troll.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By BruceA5 on 07/23/2022 4:36 PM
I would like to amend the Davis-Sterling act to include what I just said above. Can anyone direct me to a person or group or agency that has the official power to make recommendations to those that update the Davis-Sterling Act.

Before contacting some legislator, it would be helpful to have the correct spelling of the act and second, the principals who are responsible for the legislation.

KerryL1 (California)
Posts: 14,550

Posted:

Yes, but these only should be items that the Board actually will work on. NOT, what they might work on. "The agenda descriptions can be even briefer such as '1. Meet with legal counsel to discuss pending litigation;' '2. Member disciplinary hearings;' '3. Review contract proposals;" etc. with no additional detail.

Give us a different definition of agenda, Max. Prove that a vague, ambiguous agenda is OK.

Meanwhile, You're on the right track, Phyllis to try and post ex. session agendas properly. This way, Our can be assured that you're not having "issues," if, in fact, you are not. Kudos for serving. I retired a year ago after 7 2-year very active terms on our complicated high rise HOA board. I'm happy to help the Board, the new President and new GM anyway I can and take pride in the fact that they do seek me out.

Max knows this.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By KerryL1 on 10/25/2022 7:41 PM
Yes, but these only should be items that the Board actually will work on. NOT, what they might work on.

You are clueless on why the Open Meeting Act in 2011 was updated. Before you critize how I run my business or how I interpret legislation, speak to the author who worked on the bill. His name is Mark DeSaulnier, and his office number is (202) 225-2095.

KerryL1 (California)
Posts: 14,550

Posted:

All anyone, including you,Max, need to do is to look up the word "agenda" to know what must be listed on it, and what must not.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By KerryL1 on 10/26/2022 8:49 AM
All anyone, including you,Max, need to do is to look up the word "agenda" to know what must be listed on it, and what must not.

You should read your own Bylaws on the topic. BTW, they are a mess and you worked on them?

KerryL1 (California)
Posts: 14,550

Posted:

Max, you're soooo funny. Can you never stay with the stated subject? Are you unable to look up the word "agenda?" Try really, really hard.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By KerryL1 on 10/26/2022 1:15 PM
Max, you're soooo funny. Can you never stay with the stated subject? Are you unable to look up the word "agenda?" Try really, really hard.

I follow the attorney's advice...end of discussion.

PhyllisL3 (California)
Posts: 116

Posted:

Kerry, since my HOA always puts out the canned Executive Session Agendas along with the Open Session Agenda in the four day advance notice, I wonder what to put in the Open Session Minutes when we conclude our Open Session and we don't hold an Executive Session. I have seen our PM simply say, "No Executive Session was held.", when it is his turn to take the Minutes for Open Session. Sometimes, I have seen him write, "There were no Executive Session items, so the Executive Session was not held."

So, we are telling the membership that we have ES business, but we didn't meet to take care of it.

This is a step beyond publishing an agenda in which some items are false; now ALL the items on the ES agenda are false.

MaxB4
Posts: 3,513

Posted:

Seems Kerry has come 180 degrees on this topic from the beginning. At the beginning, she says "I'm usually very sympathetic to owners' concerns with their boards of directors, but this topic doesn't seem of much consequence. Now it has become a national security threat.

Where I used to live, we had 7 different committees and they would give reports once a month at our meeting. On the agenda, it would always say, Committee Reports and list each of the committees by name. Many times we had only three or four of the chairs at the meeting to give their report. Was somebody supposed to contact each of the chairs to see if they had reports and were they attending the meeting.

There are 6 topics that are eligible to be discussed and action take in ES. There are some that will list all, but only discuss three of the topics. Only the items listed on the Open Session agenda can be discussed and action taken. The consensus is that this doesn't apply to ES. I attend HOA legal seminars twice a year and have done so since 2010. The subject of the Open Meeting Act enacted in 2012 has come up numerous times and there are differences of opinion. With few exceptions, I have held ES prior to Open Session. As the person who generally takes the minutes, I have always included the actions that were taken in ES in the Open Session minutes. Then people know what was discussed in ES. I have seen numerous minutes from California HOA's that don't do this.

If people are not happy with how legislation is being interpreted, people need to join CAI possibly, get on a local chapter's committee that handles HOA legislation. That is where change happens, sometimes.

KerryL1 (California)
Posts: 14,550

Posted:

I can see your annoyance, Phyllis, and the double deception this conveys. "Here the HOA lists all these things and some seem really important, yet they discussed none? I'm worried some might get out of hand!!" could be a concern by Owners. It looks like your manager does it half right, by noting, following CA statute to summarize in the open meeting, that executive session was not held.

As secretary, do your bylaws or any policy give you the authority to work on any of the agendas, or does the prez do that work? If so, perhaps you can ask her/him alone if they mind if the ES agenda include only matters slated for discussion. I don't see that they'd object? Perhaps any version of the many shared definitions of "agenda" would help?

Our PM, too posts the agendas for both meetings 4 days ahead of the open meeting and our boards always hold ES just before the monthly open meeting. sometimes n extra ES may need to be held, so it's posted with its honest agenda items and summarized at the next open meeting.

Max, try again to read my first opinion on accurate ES agendas, I think you neglected it. The quote you did cite above was taken out of context as it refers to the legislators interest in tightening the wording.

PhyllisL3 (California)
Posts: 116

Posted:

Thanks Kerry for the suggestion. We have 11 meetings a year and six are led by the PM who usually compiles the agenda. The President makes the agenda for the other 5 and I can probably talk to her more easily than the PM. After all, it if is his job to be the expert and advise others, it's a bit of an uphill trek to suggest to him that he isn't doing it right. I don't want to make an enemy of the PM. We'll see how it goes. I am just so glad to find people who understand how things really are supposed to be done. Most people are just too busy to sort through all the information out there and parse out the difference between the law and opinion. There are tons of articles on the internet where they are just repeating what someone else said which is fine if it is good information, but along with the good, so does the bad information propagate.

KerryL1 (California)
Posts: 14,550

Posted:

Good idea, then, to meet briefly with the president and tell her your concerns and why a true agenda is win/win for the board and Owners. I agree that you're I wise to ease into this with the PM. But if works well when the president writes the agenda, the Board can certainly vote to direct the PM to post accurate ES agendas. He has a template and just needs to delete the items that will not be on the agenda.

I talsmost sound like you adhjour r to ES. rom your open meeting. Is that so? Or is ES held entry separately from the open meeting?

MaxB4
Posts: 3,513

Posted:

It doesn't seem other agree with you. I posted the legislators name and number. Prove me wrong if you can. Otherwise, it is only your opinion. You are free to implement in your own community, but I dtick with legal opinions and advice.

PhyllisL3 (California)
Posts: 116

Posted:

We hold our ES immediately after the Open Session.

PhyllisL3 (California)
Posts: 116

Posted:

Max, I did check and didn't find any reference to Mark deSaulnier having anything to do with the Open Meeting Act. If you have a reference for that, I would gladly read about it.

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