Could a Texas Chapter 209 POA Board have an executive session before calling the regular meeting to order?

Started by RogerJ1 • 11 replies • 362 views

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RogerJ1 (Texas)
Posts: 550

Posted:

My POA's Board is planning to have an executive session first, before calling a regular open meeting to order, then having the regular meeting following the executive session.

Per Texas Property Code 209.0051: "(c) Regular and special board meetings must be open to owners, subject to the right of the board to adjourn a board meeting and reconvene in closed executive session to consider actions involving...............(did not include rest of quote is not relevant to this issue)"

Based on the language, "right of the board to adjourn a board meeting and reconvene in closed executive session", I would argue the open meeting must start first, or you cannot adjourn it. Perhaps that wording does not matter and the Board could have the executive session beforehand?? Or perhaps it could have separate minutes for the pre-meeting executive session not tied to minutes of regular meeting??

SheliaH (Indiana)
Posts: 6,964

Posted:

We rarely had executive sessions, but always announced them. I remember most of the ones we had during my tenure were announced during the meeting. Once we had an executive session before the regular meeting, but the previous board meeting, we decided that would occur (I think we were meeting with the association attorney or something), so our agenda stated an executive session would be held before the regular meeting.

In your case, this sounds like the session should be announced during open meetings. If they need to do it in advance (perhaps because the association attorney won't be available after the regular meeting) I would say that should be announced during the open meeting, as in "on X date, the regular meeting of the board will be preceded with an executive session. We anticipate the regular meeting will begin at the usual time of 6 pm, or no later than 6:30 pm." If that's the case, they should be held to that.

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

MichaelT21 (Arkansas)
Posts: 501

Posted:

The first 30 minutes of every board meeting I run is executive session.

I call the meeting to order, take roll call of who is in attendance, and then adjourn to executive session. Once complete, we reconvene in open session.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

I say if properly notified, an ES can take place at anytime, including before a BOD Meeting.

LaskaS (Texas)
Posts: 1,025

Posted:

executive session is often abused by rogue hoa boards. There are only a handful of valid purposes to go into executive session. What often happens is a board tries to discuss contentious issues or proposed actions that they know will anger homeowners. They try and sneak things by. In my opinion, trying to sneak things though is the exact opposite of transparency

KerryL1 (California)
Posts: 14,550

Posted:

TX code the board has the "right" to adjourn a regular meeting and convene an executive session. It doesn't say that is the only time an executive session can be held.

Why does this concern you, Roger?

(In CA, HOA boards my hold executive session whenever they wish. They must post a notice to the members with an agenda 2 days before the session.)

MichaelT21 (Arkansas)
Posts: 501

Posted:

Quote:

Posted By LaskaS on 07/25/2022 12:35 PM
executive session is often abused by rogue hoa boards. There are only a handful of valid purposes to go into executive session. What often happens is a board tries to discuss contentious issues or proposed actions that they know will anger homeowners. They try and sneak things by. In my opinion, trying to sneak things though is the exact opposite of transparency

We discuss the following in executive session:

1) Compliance issues
2) Delinquent accounts
3) Legal matters

Some homeowners, who are suspicious of our association in general, are suspicious that we have so many executive sessions. They are aware that we don't take minutes of what we discuss during ES. They have asked that we publish the agenda in advance, which we decline. Thus, there is at least one homeowner who is highly suspicious of our ES.

However, we don't make any decisions during ES. All decisions are made in open session, with the homeowner involved discussed in an obscure manner to not provide any identifying information. Thus, transparency is maintained.

KerryL1 (California)
Posts: 14,550

Posted:

Does WA statutes or your bylaws require posting a notice & (vague) agenda of executive session, MichaelT?

BillH10 (Texas)
Posts: 1,217

Posted:

The simple answer is yes.

To avoid having owners waiting outside when clients have held the ES at the beginning, the meeting notice clearly states the meeting will be called to order at 5:00 PM, the Board will immediately adjourn to ES for 15 minutes, the regular board meeting, which owners are encouraged to attend, will be called to order at 5:20 PM.

We have followed the above process for Texas Property Code 209 associations and both types of condominium associations.

KerryL1 (California)
Posts: 14,550

Posted:

Our HOA board also avoids keeping Owners waiting outside the meeting room. The posted notices and agendas are Executive session is always at 4pm and the open board meeting at 5pm.

Sure, sometimes the Board doesn't need an entire hour, but directors here simply leave the room to take a break, socialize with owners who do show up early (which several do to socialize with one another), etc. Perhaps once a year, an executive session runs over an hour. The Board adjourns it and reconvenes it later after the open meeting to finish.

But if Bill says the only way an executive session can be held is the way he clams, I believe him.

BillH10 (Texas)
Posts: 1,217

Posted:

Kerry

I'm puzzled, we seem to be saying the same thing, don't we. What you described is pretty much what I said, the only difference is your window of time is an hour, I suggested 15 minutes in my example.

Holding the ES before the board meeting is quite rare, I think we have done so fewer than five times in 6 years.

KerryL1 (California)
Posts: 14,550

Posted:

Sorry my 1st reply was so murky. I'm thinking the statute doesn't require ES only be held by adjourning from the board meeting. It doesn't look to me like the statute requires that that's the only time an ES may be convened.

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