Voting

Can the members of the HOA vote to remove the president and secretary without having board meeting?

-- Be aware that officers (like VP, President and Secretary) and directors are not the same thing. Often an officer is also a director. But often Bylaws and state law permit a non-director to be an officer.

-- Usually the bylaws say that the board appoints officers. Missouri statutes say similar.

-- Missouri statutes say the owners can remove any director that was elected by the owners. Which means a director that was appointed to the board cannot be removed by owners until the director's term expires and the appointed director has to run for re-election.

-- Removal of a director by the owners would not happen at a board meeting. Instead, the usual process in bylaws is to call a Special Meeting of the Owners (not the board) and have the vote.

-- Be aware that, since the owners are attempting to dethrone directors, the directors will have on their side the HOA attorney (for the most part). Directors who do not want to be removed will demand that every i be dotted and t crossed. These directors may oppose the owners' every move.

-- It's often much easier to remove directors via the annual election of directors.

-- You should get used to keyword searching https://revisor.mo.gov/main/OneChapter.aspx?chapter=355

-- The most competent HOA/COA attorneys advise getting a like-minded group of owners together and campaigning to replace directors at the next annual election. With an entrenched board, this is always a lot of work.

Andrea

You need to spend sometime reading your docs. As they vary from state to state and association to association I have no intention of reading yours nor finding out what your state says. Also go online and find out the differences between Officers and Members of the BOD I will give you some typical hints:

1. In most cases Officers have to a Member of the BOD but not all Members of the BOD are Officers. BOD of seven, four of whom are Officers.

2. Members of the BOD elect their own officers. Owners have no say.

3. The BOD can call for a Election of Officers whenever they want.

4. The BOD can vote to Remove an Officer but that person is still a Member of the BOD.

As I said, things vary.