Recommendations for Parliamentary Procedure?

JudyrosellaE
Posts: 57

Posted:

Our Bylaws don't specify what rules to use for parliamentary for procedure and our Board has zero board experience. Sometimes it seems like they have never even attended a meeting before. I guess they haven't been paying attention over the years, when they have been voting. I bought them a copy of "Robert's Rules for Dummies," just so they'd have something. I also sent a link to some websites with examples of Agenda and Minutes formats. Unfortunately, the current Secretary (!) doesn't even have a computer.

Any suggestions?

Judy

MichaelT21 (Arkansas)
Posts: 462

Posted:

I personally detest Roberts Rules and we don't follow it even though our by-laws say we should.

I've checked out the actual RR from our library and it's a complex book. There are numerous versions on the web that all appear to be right but are all different.

If a homeowner wanted to ensure that we followed RR, we could hire a parlimentarian to help teach us RR at assocation expense.

MichaelT21 (Arkansas)
Posts: 462

Posted:

Here is one website that has a 5 page abbreviated version of Robert's Rules. As you can see, they are complex. I'm plenty busy with actual work and don't have time to learn the complex way of running a meeting. I also don't have time to teach it to others, most of whom would be equally uninterested.

https://diphi.web.unc.edu/wp-content/uploads/sites/2645/2012/02/MSG-ROBERTS_RULES_CHEAT_SHEET.pdf

JudyrosellaE
Posts: 57

Posted:

Thanks for input.

j

MichaelS56 (Minnesota)
Posts: 859

Posted:

We use a modified version of RR. We follow the agenda that the Property Mangagment company sends out to all owners, we discuss where needed, we vote when required, we allow any Board member to add to the agenda before the meeting starts and lastly, we behave and respect the voice of each board member.

MichaelT21 (Arkansas)
Posts: 462

Posted:

Quote:

Posted By MichaelS56 on 11/18/2022 4:30 AM
We use a modified version of RR. We follow the agenda that the Property Mangagment company sends out to all owners, we discuss where needed, we vote when required, we allow any Board member to add to the agenda before the meeting starts and lastly, we behave and respect the voice of each board member.

Yes, we do similiar. I conduct the meetings with what I consider good parlimentary procedure, it's just not the Roberts Rules brand.

For our meeting we follow the format:

- Person (whether Board member or homeowner) presents topic for about 5 minutes. Usually this is me but it is open to everyone who has something they want to talk about
- We discuss for about 3 minutes
- At the conclusion of discussion, if it seems like there is consensus, I ask if someone would like to introduce a motion. Then ask for a second, and then call a vote
- If no apparent consensus at the end of the discussion, then we table it for another month

I ask for topics that people want to present prior to the meeting and also ask if I missed anything at the end of the meeting, so folks have 2 opportunities to add to the agenda.

I consider this fair and reasonable while also being easy to follow and not stuck in parlimentary procedure.

JackieB4 (California)
Posts: 398

Posted:

Both Michaels ... well said and thanks for sharing your sanity dealing with the basics. Basic common sense and kindness "usually" accomplishes agenda items.

JackieB4 (California)
Posts: 398

Posted:

Both Michaels ... well said and thanks for sharing your sanity dealing with the basics. Basic common sense and kindness "usually" accomplishes agenda items.

KerryL1 (California)
Posts: 14,550

Posted:

Several years ago, a new director very experienced with Robert's Rules gave all of us directors summaries of all kinds of ways to make motions, etc. It was very complicated and ignored by the rest of us. Assn. boards in CA have no requirement to follow Robert's except for meeting of the members like annual meetings and elections. Even then, it's just as the Michaels describe, and the same for board meetings.

And states vary, Robert's, for example, allows items to be added to the agenda at the beginning of the meeting. But CA state statutes do not permit that. There must be be 4 days notice & agenda posted for Owners. So you need to know IL law on that point.

Your own governing documents, which all rank higher than Robert's, are far more important for you & the Board to learn.

AugustinD
Posts: 1,027

Posted:

For now, I am recommending The Modern Rules of Order by Robert Tortorice, latest edition, accompanied by Board-written or Board-approved "Standing Rules."

-- Tortorice's Modern Rules of Order are written with the governance of corporations in mind.

-- The latest edition is about 75 pages long.

-- Tortorice's Modern Rules of Order appears to be available for free through one's public library.

Boards should prepare Standing Rules. The Standing Rules should explain --

-- the difference between a board meeting and an owners' meeting.

-- how owners can get an item on the agenda for the annual owners' meeting.

-- How directors can get an item of the agenda for a board meeting.

-- General sequence of events at a board meeting and an owners' meeting.

-- that Motions shall be made per Tortorice's Modern Rules of Order.

-- Open forum segment of board meetings, where owners may speak. Some states require this.

-- Who may preside. President can either preside him/herself or turn this over to the manager?

-- More.

I think KerryL1's point about how the bylaws and state law typically say a lot more (than Robert's Rules) about how HOA/COA meetings must be run is important. However, I still feel that new directors need to understand that there is a process for running a board meeting so as to get as much done in as little time as possible. A board meeting is largely a business meeting where specific actions are formally voted on by the board, with said votes having legal force. Such meetings must be run in an organized fashion to get the most out of the meetings.

The other parliamentary procedures that I considered and so far, reject are:

Robert's Rules, latest edition (a.k.a. "RONR"). The latest edition's 800+ pages are dedicated almost exclusively to "deliberative assemblies." One cannot look up "deliberative assembly" up in RONR and get a straight answer that makes sense in the context of a nonprofit corporation with shareholders and a board (which is what HOAs/COAs are). The straight answer is that the "deliberative assembly" that RONR contemplates for around 99% of its pages is not a board. Whence RONR becomes extraordinarily confusing in the wording it uses. The Robert's Rules for Dummies type publications similarly do not treat at any sort of length the governance of shareholder corporations that have boards, like HOAs and COAs.

Democratic Rules of Order. like 60 pages long. https://www.democraticrules.com/. Saw nothing indicating it is specialized to corporate governance. Originally written for legislative bodies. But HOA/COA Boards are rarely legislative in nature. HOA/COA Boards are mostly, enforcers of contracts.

The Standard Code of Parliamentary Procedure, 4th Edition Paperback – December 28, 2000, Sturgis. The Sturgis rules are pretty modern and are quite popular nationwide. I am not sure it is specialized to corporations.

The American Institute of Parliamentarians Standard Code of Parliamentary Procedure, same objections as those for the Sturgis book.

Mason's Manual of Legislative Procedure. Rejected, because HOAs/COAs are not really about lawmaking. HOAs/COAs are about observing and enforcing contractual terms.

KerryL1 (California)
Posts: 14,550

Posted:

After 14 years of active, engaged service on a HOA board that meets monthly, I see no need for any formal parliamentary procedure. There are way too many important docs to learn along with state statutes before Assn. board members should wade into the weeds of parl. procedure of any kind.

The Agenda and sticking to it IS much more crucial for productive meetings. This means the presider must keep the Board "on track" and not permit discussion of anything other than agenda topics. And then it's simply motion, second, discussion, vote.

Much of what's listed in Tortice, e.g, how to get items on an agenda, etc. are not within-meeting procedures. They are board policies that should be well publicized ABOUT meetings. Our HOA's public website, for instance, instructs owners about how to get items on board meeting agendas, which our board permits. Other materials about meetings are stated in bylaws, e.g. difference between board and owners meetings, who presides, open forum explanation.

Robert's is on hand at our board meetings, and perhaps twice a year, the board needs to look up how to reconsider a decision previously made at the meeting. OR how to rescind a decision made at a previous meeting.

Sample agenda based on Davis-stirling.com, written by CA HOA attorneys. This sample and much at that website can apply to any state, not just CA.

1. Call to Order

2. Open Forum (if required or permitted).

3. Approval of Minutes

4. Reports
a. Treasurer's Report
b. Committee Reports
-Architectural Committee
-Landscape Committee
c. Manager's Report

5. Unfinished Business
a. Balcony repairs
b. Installation of new security gates

6. New Business
a. Tree trimming (slope areas)
b. Schedule for painting buildings 3, 4 and 5

7. Adjourn to Executive Session
a. Member disciplinary hearing
b. Personnel issues
c. Roof repair litigation
d. Landscape proposals
e. Foreclosure authorizations

MichaelT21 (Arkansas)
Posts: 462

Posted:

Agree with Kerry.

The important part is to ensure that the meeting is fair and open to all Board members to participate in discussions, and that all Board members have a chance to add items to the agenda, and that the Board is being run as a group rather than as a dictatorship.

I did listen to a lot of HOA meetings, city council meetings, school board meetings, etc, when I became president and had to implement some shape of parlimentary procedure in my meetings. I found many, many HOAs severely lack in any kind of parlimentary procedure at all and meetings become argumentative and places where people interrupt each other, talk on top of each other, and generally disagree with each other. Many HOA board meetings are poorly run.

My favorite was a cable tv station or something in california. They had a really well run meeting and I use them as an exammple on how to run mine.

There is one item of parlimentary procedure that I am struggling with but I'll start a new thread.

AugustinD
Posts: 1,027

Posted:

Quote:

Posted By KerryL1 on 11/18/2022 9:53 AM
Much of what's listed in Tortice, e.g, how to get items on an agenda, etc. are not within-meeting procedures. They are board policies that should be well publicized ABOUT meetings.

Read-o? For the record, it was I, not Tortorice's Modern Rules of Order, that proposed Standing Rules about, for one, how to get an item on an agenda and a number of other topics.

I 100% support boards using a standard agenda like what you listed. A properly written agenda, to which the board sticks closely at meetings, is key to a successful meeting. When it comes to successful meetings, the agenda, and sticking to it, is like 95% of the battle.

MichaelT21 (Arkansas)
Posts: 462

Posted:

I stopped bothering to make agenda. They required extra time to put together and I get so many last minute topics it was a pain....so I stopped creating them. No Board member has complained. Some homeowners complain that we don't send the out a week in advance so they can decide if they want to attend the meeting or not, but then we'd have to freeze the meeting agenda 2 weeks in advance (1 week so I can get agenda together, plus 1 week advance notice) which would simply slow down our decision making process. So we just tell them no, we don't do agendas.

Works for us.

After all, we're volunteers and not paid to do what we do.

AugustinD
Posts: 1,027

Posted:

Quote:

Posted By MichaelT21 on 11/18/2022 11:09 AM
I stopped bothering to make agenda.

I think you mean you stopped sending an agenda out in advance. You still run meetings pursuant to your powerpoint presentation, right? The powerpoint presentation keeps things on track. That's an agenda.

MichaelT21 (Arkansas)
Posts: 462

Posted:

Quote:

Posted By AugustinD on 11/18/2022 11:15 AM

Posted By MichaelT21 on 11/18/2022 11:09 AM
I stopped bothering to make agenda.

I think you mean you stopped sending an agenda out in advance. You still run meetings pursuant to your powerpoint presentation, right? The powerpoint presentation keeps things on track. That's an agenda.

Yes, I organize the slides of the powerpoint to work in lieu of an agenda. I consider an agenda to be a list of items to be discussed, and the powerpoint is the actual items that we are discussing.

Regardless of what you call it, our board meetings are efficient while inclusive which I'm happy about.

MaxB4
Posts: 3,513

Posted:

There is one thing VERY important that is missing from the sample agenda that she should know about and should have added. It is also why the Open Meeting Act instituted in 2012 was done.

As Executive Session was held after the Open Session, there should be a place to discuss in general terms, what transpired at the last Executive Session, so they can be included in the minutes of the current meeting.

KerryL1 (California)
Posts: 14,550

Posted:

Max makes an important point. In CA, the previous executive session needs to be noted on the open meeting agenda. We place it after Open Forum. "Executive Session Disclosure."

In addition, I left on adjournment to executive sessions #7. Executive session in CA may be held at any time. Our board holds it right before the open meeting so it is not listed on the open meeting agenda. I believe some states require that the open meeting be adjourned to ex. session, perhaps VA?

Our board, though not required in CA, holds a second open forum at the end of the meeting. This gives members a change to get clarification about the board's decisions, and maybe once a year, ask that the Board reconsider a decision made that evening. This IS when Robert's comes in had as there is a logical procedure by which to do this,. I'd say about hall the time the Board has moved to reconsider and has changed its decisions.

Perhaps in MichaelT's WA state, agendas posted in advance of the meeting is not required. Since his state apparently allows items added to the agenda I can't fathom why he doesn't have a template with the typical items listed on it fill in after each. They're 1-6 above. I guess his #7 would be additional items of Business or some such. It would take 5 minutes to make such an agenda for owners to review in advance of the open meetings.

KerryL1 (California)
Posts: 14,550

Posted:

Max makes an important point. In CA, the previous executive session needs to be noted on the open meeting agenda. We place it after Open Forum. "Executive Session Disclosure."

In addition, I left on adjournment to executive sessions #7. Executive session in CA may be held at any time. Our board holds it right before the open meeting so it is not listed on the open meeting agenda. I believe some states require that the open meeting be adjourned to ex. session, perhaps VA?

Our board, though not required in CA, holds a second open forum at the end of the meeting. This gives members a change to get clarification about the board's decisions, and maybe once a year, ask that the Board reconsider a decision made that evening. This IS when Robert's comes in had as there is a logical procedure by which to do this,. I'd say about hall the time the Board has moved to reconsider and has changed its decisions.

Perhaps in MichaelT's WA state, agendas posted in advance of the meeting is not required. Since his state apparently allows items added to the agenda I can't fathom why he doesn't have a template with the typical items listed on it fill in after each. They're 1-6 above. I guess his #7 would be additional items of Business or some such. It would take 5 minutes to make such an agenda for owners to review in advance of the open meetings.

KerryL1 (California)
Posts: 14,550

Posted:

I. realized I hadn't read all of Aug's remarks & summaries way above, so read more and this caught my eye: "But HOA/COA Boards are rarely legislative in nature. HOA/COA Boards are mostly, enforcers of contracts."

Drawing form my many years of board service and from following this forum for a long time, too, It's my opinion that Board do spend a lot of times legislating, i.e, making policy, tweaking existing policies, adding, deleting and modifying procedures. Along with that, planning for future projects is a big part of our HOA. Making a 5-year plan, considering how to implement it, and beginning in implementation also comprises many non "enforcement" activities.

Enforcing contracts between the HOA & Owners or between the HOA & vendors just isn't much of what many boards do. IF they are spending a lot of time enforcing rules and covenants, they need to legislate, i.e., change some of their rules and even covenants so that they are reasonable. Or they need to legislate new fine schedules and swifter calls to hearings.

As our Board's informal default guide to parliamentary procedure, which we rarely use, I've read enough of it over the years to believe that "the deliberative assembly" in HOAs as any board of directors. Or, in the case of meeting of the members, the whole body of owners present at a meeting IS the deliberative assembly. They are there solely to make decisions about their HOA either via electing directors or making changes to their major governing documents, etc. Robert's has a section, I recall, for "small boards," under 12 directors. that's a little useful.

JudyrosellaE
Posts: 57

Posted:

I don't believe I have ever heard our HOA mention of Executive Sessions, except in private conversations with the Board. Thanks for that note.

j

JudyrosellaE
Posts: 57

Posted:

Posted By AugustinD on 11/18/2022 9:16 AM
For now, I am recommending The Modern Rules of Order by Robert Tortorice, latest edition, accompanied by Board-written or Board-approved "Standing Rules."
......etc.

Thanks, AugustinD!

At the last board meeting, it was clear to me that we were all just jabbering so I, as a "regular" person, made a motion to adjourn. A young woman a few seats away turned to husband and whispered a little too loudly, "Who is SHE? Did you know we could DO THAT?" I mean she seemed happy about it but it was more evidence that this board needs some guidance--and so do the members.

J

JudyrosellaE
Posts: 57

Posted:

Quote:

Posted By MichaelT21 on 11/18/2022 6:22 AM

Posted By MichaelS56 on 11/18/2022 4:30 AM
We use a modified version of RR. We follow the agenda that the Property Mangagment company sends out to all owners, we discuss where needed, we vote when required, we allow any Board member to add to the agenda before the meeting starts and lastly, we behave and respect the voice of each board member.

........
- If no apparent consensus at the end of the discussion, then we table it for another month

Again. We have issues. I did find paperwork from about 5 years ago when the former President brought up the re-siding issue. No one wanted to vote. New board members just let it drop. Of course, the agendas aren't really agendas. Someone jots down a list of stuff and we don't see it until the meeting. Nothing is ever carried over as tabled or postponed. Ever. And then it doesn't happen. It doesn't help, IMHO, that we only meet once a year and it can be as early as April and as late as October. I'm going to challenge that one. That's a big range Shouldn't an "annual" meeting occur within 12 months of the previous meeting? Or, am I splitting hairs?

j

TimB4 (Tennessee)
Posts: 21,059

Posted:

Judy,

If you are on the board, you have might be able to change things.
If you are not on the board, you are unlikely to change things.

Honestly, to change things, you would have to be in an officer position that establishes those procedures and practices (president or secretary).
The president would write the agenda and run the meeting.
The Secretary would establish the format of the minutes.

If you are not in one of those positions, your suggestions could run the risk of sounding condescending vs. helpful.

AugustinD
Posts: 1,027

Posted:

Quote:

Posted By KerryL1 on 11/18/2022 6:40 PM
Drawing form my many years of board service and from following this forum for a long time, too, It's my opinion that Board do spend a lot of times legislating, i.e, making policy, tweaking existing policies, adding, deleting and modifying procedures.

Entirely pursuant to what the governing documents require. Hence contract enforcement.

AugustinD
Posts: 1,027

Posted:

Quote:

Posted By JudyrosellaE on 11/18/2022 7:24 PM
At the last board meeting, it was clear to me that we were all just jabbering so I, as a "regular" person, made a motion to adjourn. A young woman a few seats away turned to husband and whispered a little too loudly, "Who is SHE? Did you know we could DO THAT?" I mean she seemed happy about it but it was more evidence that this board needs some guidance--and so do the members.

Right, I agree. Many do not understand the value of the "motion" process, and "structure" is everything for a meeting. How does a President bring structure? An agenda and what state law and bylaws require for meetings go a long way, but I still think a board needs to adopt some formal, written-down parliamentary procedure and supplement the formal procedure with "Standing Rules." Even if the only part of the parliamentary procedure people use is the process for motions and so causing board meeting "actions" to occur.

I think many people who have been doing this many years forget that most newbies are not aware of this well-accepted process of:

Motion.
President possibly rules on whether the motion is within scope.
Someone seconds the motion (or not).
Discussion takes place (or not).
Vote (or not) takes place for actions taken during board meetings (or not).

Washington state HOA Board president MichaelT21's approach is designed for a board that is apathetic (president excepted). He writes nearly everything down in a powerpoint presentation and then works from the powerpoint presentation at meetings. As President he accommodates the apathetic directors (and apathetic owners, as I recall) with whom he appears to be stuck. Like so many HOA/COA Presidents, he's keeping this HOA running where others will not.

Given that people do not want to do the massive amount of work to run a HOA/COA, common practice nationwide is to just keep the grounds maintained any way one can and throw out the governing docs, laws and so on. Very much like where Judy's HOA has landed?

"How To Run an Effective Board Meeting" is a subject that has come up here many times over the 20 or so years of this site's existence.

No HOA President-Director is paid enough. I continue to believe not compensating HOA/COA president-directors, or any director, is stupid.

I am signing off for hiatus soon. Judy, if you wish to discuss your HOA/COA/Coop, my email address is augustin1919[at]gmail yada .

KerryL1 (California)
Posts: 14,550

Posted:

Oh, Judy, you must read your Bylaws and IL statutes on HOAs where you'll see materials about executive session. These are meetings closed to owners a wire only certain topics may be discussed. They should not comprise idle chat on the phone or online, but needs meetings and agendas.

You weren't board member yet and it was at a meeting of the member when you motioned to adjourn the Meeting, right? Sound good. And you were seconded and the members voted to adjourn? What, are you a board member now. I even' read all of your many posts.

Are you saying there is only one board meeting a year? It's true there's only one (by definition) annual meeting of the members (owners) a year and the bylaws often state when that should occur, or a range of time. There can, per your bylaws be a "special meeting of the members." These both also are defined your IL corporations codes assuming your assn is a corporation.

Since our Board owns' use any formal parliamentary procedure the board president has never, ever ruled whether or not the motion is "within scope." since agendas must be posted in advance in CA and motions may only be about agenda items (except emergencies), they would also ways be "in scope," which is a new term to me and I don't recall it form Robert's?

Any new director thrown into what seems like chaos as Judy seems to be, "How to Run an Effective Meeting," is way more germane than any parliamentary procedure that no one will follow closely at all.

Along with a motion to rescind a decision previously made, only a couple of other handy tips have come from Robert's over 14 year for me. 1. Meeting minutes may be revised at a later meeting if incorrect by making in a motion to rescind, etc., as above. 2. Directors may vote to approve meeting minutes even absent. 3. A director on the side that won (the prevailing side) in a vote may later motion to reconsider a decision previously made at THAT meeting. This can happen when that director rethinks the decision and recalls something neglected or an error. That director would need a 2nd and then a yes vote to open it again for a new discussion and vote.

JudyrosellaE
Posts: 57

Posted:

I am running for Secretary. With the president's endorsement.
I am aware I will be walking into a mess. But, somebody's got to do it.

j

JudyrosellaE
Posts: 57

Posted:

I am running for Secretary. With the president's endorsement.
I am aware I will be walking into a mess. But, somebody's got to do it.

j

JudyrosellaE
Posts: 57

Posted:

Thanks, everyone. I had never even heard of The Modern Rules of Order by Robert Tortorice.

My head hurts....

THANK YOU EVERYONE!!!!

Judy

KerryL1 (California)
Posts: 14,550

Posted:

Most Bylaws state that owners "run" to be directors and are voted on by all other owners.

Most Bylaws state that the board of directors choose the officers, e.g., secretary. So you won't "run" for secretary.

JudyrosellaE
Posts: 57

Posted:

Quote:

Posted By KerryL1 on 11/22/2022 11:29 AM
Most Bylaws state that owners "run" to be directors and are voted on by all other owners.

Most Bylaws state that the board of directors choose the officers, e.g., secretary. So you won't "run" for secretary.

I checked. Our bylaws say:

A. ELECTION OF TRUSTEES: To elect Trustees and delegate powers and duties thereto.

1. MANAGEMENT BY TRUSTEES: The Association shall be managed by three (3) Trustees, each of whom shall be an owner of a lot in the Subdivision and shall serve for a term of one (1) year or until his successor is duly elected.

--------
Is there a reason that the Secretary and Treasurer should be appointed? We are hopefully rewriting the whole Bylaws. Might as well get it right.
--------

I just realized a few hours ago that the current 35-page Bylaws never use the word Agenda. Oh. My. Gawd. I'm thinking maybe whoever wrote the Bylaws assumed that the board knew there needs to be an Agenda. They don't.

I'm up for this. I really am. I had 3 conversations today with disgruntled neighbors. One is threatening to sue the HOA. I kind of hope he does, except that is MY money (and everyone else's) in the Association fund. I'm actually focused on trying to make things right, so people don't start suing but I can't fix some things that have happened in the past. I can only work on the future.

Thank you, for the heads up. I honestly cannot express how much I appreciate this group.

Happy Holiday to EVERYONE!

Judy

KerryL1 (California)
Posts: 14,550

Posted:

gain, Jusy, your state HOA statutes should tell you that Officers are appointed by the trustees (in your case) Your state's corporation codes will also teach you a lot. Do NOT try to write Bylaws without professional help.

JudyrosellaE
Posts: 57

Posted:

Quote:

Posted By KerryL1 on 11/23/2022 6:24 PM
gain, Jusy, your state HOA statutes should tell you that Officers are appointed by the trustees (in your case) Your state's corporation codes will also teach you a lot. Do NOT try to write Bylaws without professional help.

Oh, I don't intend to personally rewrite them. YIKES!

Our current plan is to go through them and figure out what we need to change. We are trying to get as many homeowners, as possible, involved in that. The attorney isn't going to be cheap. We need to make this count!

Then we plan to hand, what we think the Bylaws should say, to the Board who will get a lawyer involved. Then we vote? Is that how it plays out? I'm not actually sure.

I am inviting the Board to attend these meetings where we hash things out. They should be there. So far, they don't seem to even want to be there.

Actually none of WANT to do this. But it needs to be done. It hasn't helped that the Board, for a number of years, doesn't seem to understand that they are serving on a Board with legal obligations.

The Bylaws don't mention how to revise them, other than filing dozens of amendments. There are SO many things that are not explained. Some things that no longer apply. Things that the Board is telling people that isn't even in the Bylaws, Amendments or...anything.

Our HOA decided it was too expensive to have an attorney on retainer. If the current board gets their way, they're going to hire whoever is cheapest, regardless of their experience with HOA's.

So I feel like it is up to us residents to be proactive? Aggressive?

If we're going to spend money on an attorney, I'd rather come out with good Bylaws, rather than losing a lawsuit. Which is where we are now. I know of two other neighbors who are considering lawsuits.

I had my townhouse re-surveyed because of something the board did. My next step could very well be to sue the board, as well. Except if I do, I'd be suing...myself, in a way? And, it won't undo what they did. Or convinced me to do.

Seems like there has to be a better way. So this is our plan. Go through, line by line. Before the Board gets their hands on it and involves an attorney. We hopefully end up with something that will make life more pleasant.

That's really what most of us want.

I'd like to hire an attorney to through the Bylaws with the residents, before we take Bylaw suggestions to the board. We don't know what is legal, and not. But, we can look at what other HOA's are doing.

But I can't afford to hire an attorney. The Board won't hire an attorney until I tell them how much its going to cost. In this area, I'm guessing $3,000? And, that's after residents go over things.

I've considered asking residents to chip in. I doubt that will work. I called the County Law Library, and they don't help with this kind of thing. The board won't part with a penny until we are ready to file at the courthouse. Well, the current Board.

That's why I joined this group. We don't know what we're doing!

How do other HOA's come up with bylaws, this late in the game, that are relevant??

Judy

JudyrosellaE
Posts: 57

Posted:

Quote:

Posted By JudyrosellaE on 11/23/2022 8:48 PM

Posted By KerryL1 on 11/23/2022 6:24 PM
gain, Jusy, your state HOA statutes should tell you that Officers are appointed by the trustees (in your case) Your state's corporation codes will also teach you a lot. Do NOT try to write Bylaws without professional help.

Oh, I don't intend to personally rewrite them. YIKES!

Our current plan is to go through them and figure out what we need to change. We are trying to get as many homeowners, as possible, involved in that. The attorney isn't going to be cheap. We need to make this count!

Then we plan to hand, what we think the Bylaws should say, to the Board who will get a lawyer involved. Then we vote? Is that how it plays out? I'm not actually sure.

I am inviting the Board to attend these meetings where we hash things out. They should be there. So far, they don't seem to even want to be there.

Actually none of WANT to do this. But it needs to be done. It hasn't helped that the Board, for a number of years, doesn't seem to understand that they are serving on a Board with legal obligations.

The Bylaws don't mention how to revise them, other than filing dozens of amendments. There are SO many things that are not explained. Some things that no longer apply. Things that the Board is telling people that isn't even in the Bylaws, Amendments or...anything.

Our HOA decided it was too expensive to have an attorney on retainer. If the current board gets their way, they're going to hire whoever is cheapest, regardless of their experience with HOA's.

So I feel like it is up to us residents to be proactive? Aggressive?

If we're going to spend money on an attorney, I'd rather come out with good Bylaws, rather than losing a lawsuit. Which is where we are now. I know of two other neighbors who are considering lawsuits.

I had my townhouse re-surveyed because of something the board did. My next step could very well be to sue the board, as well. Except if I do, I'd be suing...myself, in a way? And, it won't undo what they did. Or convinced me to do.

Seems like there has to be a better way. So this is our plan. Go through, line by line. Before the Board gets their hands on it and involves an attorney. We hopefully end up with something that will make life more pleasant.

That's really what most of us want.

I'd like to hire an attorney to through the Bylaws with the residents, before we take Bylaw suggestions to the board. We don't know what is legal, and not. But, we can look at what other HOA's are doing.

But I can't afford to hire an attorney. The Board won't hire an attorney until I tell them how much its going to cost. In this area, I'm guessing $3,000? And, that's after residents go over things.

I've considered asking residents to chip in. I doubt that will work. I called the County Law Library, and they don't help with this kind of thing. The board won't part with a penny until we are ready to file at the courthouse. Well, the current Board.

That's why I joined this group. We don't know what we're doing!

How do other HOA's come up with bylaws, this late in the game, that are relevant??

Judy

I actually did a word count for the word "But." I only used it 4 times. That's pretty good!
J

TimB4 (Tennessee)
Posts: 21,059

Posted:

Quote:

Posted By JudyrosellaE on 11/23/2022 8:48 PM

That's why I joined this group. We don't know what we're doing!

Here are a few resources:

CAI Best Practices Reports

CAI Board Member Toolkit

Communications Articles from the Web From Community Association Networks

Community Association Guide Virginia based, but good general info

Subject: New Board Member Training or resources? Thread on this forum. Scroll down and look at the attachments provided by Barbara.

Quote:

Posted By JudyrosellaE on 11/23/2022 8:48 PM

How do other HOA's come up with bylaws, this late in the game, that are relevant??

The same way one would amend them.
Start with the applicable corporate code to see what the Bylaws are required to have.

Then, look at bylaws of other associations in your area to use as a starting point.

KerryL1 (California)
Posts: 14,550

Posted:

Tim offers very good resources and advice, Judy.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Quote:

Posted By JudyrosellaE on 11/23/2022 8:48 PM

Posted By KerryL1 on 11/23/2022 6:24 PM
gain, Jusy, your state HOA statutes should tell you that Officers are appointed by the trustees (in your case) Your state's corporation codes will also teach you a lot. Do NOT try to write Bylaws without professional help.

Oh, I don't intend to personally rewrite them. YIKES!

Our current plan is to go through them and figure out what we need to change. We are trying to get as many homeowners, as possible, involved in that. The attorney isn't going to be cheap. We need to make this count!

Then we plan to hand, what we think the Bylaws should say, to the Board who will get a lawyer involved. Then we vote? Is that how it plays out? I'm not actually sure.

I am inviting the Board to attend these meetings where we hash things out. They should be there. So far, they don't seem to even want to be there.

Actually none of WANT to do this. But it needs to be done. It hasn't helped that the Board, for a number of years, doesn't seem to understand that they are serving on a Board with legal obligations.

The Bylaws don't mention how to revise them, other than filing dozens of amendments. There are SO many things that are not explained. Some things that no longer apply. Things that the Board is telling people that isn't even in the Bylaws, Amendments or...anything.

Our HOA decided it was too expensive to have an attorney on retainer. If the current board gets their way, they're going to hire whoever is cheapest, regardless of their experience with HOA's.

So I feel like it is up to us residents to be proactive? Aggressive?

If we're going to spend money on an attorney, I'd rather come out with good Bylaws, rather than losing a lawsuit. Which is where we are now. I know of two other neighbors who are considering lawsuits.

I had my townhouse re-surveyed because of something the board did. My next step could very well be to sue the board, as well. Except if I do, I'd be suing...myself, in a way? And, it won't undo what they did. Or convinced me to do.

Seems like there has to be a better way. So this is our plan. Go through, line by line. Before the Board gets their hands on it and involves an attorney. We hopefully end up with something that will make life more pleasant.

That's really what most of us want.

I'd like to hire an attorney to through the Bylaws with the residents, before we take Bylaw suggestions to the board. We don't know what is legal, and not. But, we can look at what other HOA's are doing.

But I can't afford to hire an attorney. The Board won't hire an attorney until I tell them how much its going to cost. In this area, I'm guessing $3,000? And, that's after residents go over things.

I've considered asking residents to chip in. I doubt that will work. I called the County Law Library, and they don't help with this kind of thing. The board won't part with a penny until we are ready to file at the courthouse. Well, the current Board.

That's why I joined this group. We don't know what we're doing!

How do other HOA's come up with bylaws, this late in the game, that are relevant??

Judy

Judy

Has the BOD asked you to do this or is it a rogue effort on your part?

JudyrosellaE
Posts: 57

Posted:

Quote:

Posted By JohnC46 on 11/26/2022 9:10 AM

Posted By JudyrosellaE on 11/23/2022 8:48 PM

Posted By KerryL1 on 11/23/2022 6:24 PM
gain, Jusy, your state HOA statutes should tell you that Officers are appointed by the trustees (in your case) Your state's corporation codes will also teach you a lot. Do NOT try to write Bylaws without professional help.

Judy

Has the BOD asked you to do this or is it a rogue effort on your part?

The Board president and I had a difference of opinion on something. I asked him if he had read the bylaws. He hadn't! After he did read them he confessed that the bylaws do need revised because we are doing a lot of things differently. Like banning ppl from parking in front of their garage, of a 3 bedroom townhouse, with a 2-car garage. Silly things. None of the garages are visible from the street. Motorcycles are banned, but the PHYSICIAN next door has a huge Harley that is quieter than some of the cars around here. When weather is warm, he rides it to work. Are we really going to make him sell his motorcycle? I live next door to him and I almost never hear him come and go even though we share a garage wall. I'm thinking maybe put a decibel level on motorcycles, like the city does? I think the ban was so the "riff-raff" would stay out. But, like everyone else, I don't believe the good doctor has read the bylaws either. I'm not looking to make allowances for ppl but things have changed a lot since 1996 when the bylaws were written. "Riff-raff" probably can't afford to live here, so why worry about it? Surely we can make things liveable.

There are HOA practices that should change. There are others that, if the majority of us agree, should be added or revised. We really need to figure out what's what--and what's legal. The Board has realized they have made decisions they have no right to make, according to the bylaws. At least I got the Board to read them, finally.

I had a surveyor look at my property last week. He agrees with me about a disagreement with the Board about common space vs. our private property, and some other things. I have a call in to an attorney to get an opinion on my own property, just because it needs to be done. Consider that my gift to the association. It's worth the money and that is a BIG issue for residents, at the moment. Even if we don't revise the bylaws it needs to be done.

I have been reading Bylaws in effect elsewhere in this area. I discovered a few things the board was supposed to do with regard to a state law about solar panels in HOA's.

So I offered to work on revising the bylaws. He and the board agreed--primarily because they don't want to.

SOMEONE needs to document what has become practice, and figure out where we need Bylaws to reflect that. The President admitted the board is already facing a potential lawsuit over an action they took that they didn't carry out properly according to the bylaws. At least one person read the bylaws!

I think the Board realizes they can't backtrack what they have already done. But, they admit they've made decisions that are not supported by the bylaws.

So, no. I'm not taking this on by myself. I can read the bylaws but I don't know what is legal. I realize that.

Judy

JudyrosellaE
Posts: 57

Posted:

Quote:

Posted By TimB4 on 11/24/2022 6:45 AM

Posted By JudyrosellaE on 11/23/2022 8:48 PM

That's why I joined this group. We don't know what we're doing!

Here are a few resources:

CAI Best Practices Reports

CAI Board Member Toolkit

Communications Articles from the Web From Community Association Networks

Community Association Guide Virginia based, but good general info

Subject: New Board Member Training or resources? Thread on this forum. Scroll down and look at the attachments provided by Barbara.

Quote:

Posted By JudyrosellaE on 11/23/2022 8:48 PM

How do other HOA's come up with bylaws, this late in the game, that are relevant??

The same way one would amend them.
Start with the applicable corporate code to see what the Bylaws are required to have.

Then, look at bylaws of other associations in your area to use as a starting point.

Sorry! I almost missed your reply.
That's pretty much how I'm approaching this.
Thanks!
j

KerryL1 (California)
Posts: 14,550

Posted:

Based on your motorcycle & parking examples, Judy, and based on my concerns about your previous observations, I'm wondering if you sometimes mean "rules & regulations" instead of Bylaws. Bylaws would have nothing in them about motorcycle noises or parking issue ues.

On the other had, are you confusing the Bylaws with the declarations, (ask( deed restrictions, CC&Rs, covenants)? I believe you wrote somewhere that you did find them. Getting names & contents straight of each governing document is crucially important. Read Tim's resources.

JudyrosellaE
Posts: 57

Posted:

Quote:

Posted By KerryL1 on 11/27/2022 7:56 PM
Based on your motorcycle & parking examples, Judy, and based on my concerns about your previous observations, I'm wondering if you sometimes mean "rules & regulations" instead of Bylaws. Bylaws would have nothing in them about motorcycle noises or parking issue ues.

On the other had, are you confusing the Bylaws with the declarations, (ask( deed restrictions, CC&Rs, covenants)? I believe you wrote somewhere that you did find them. Getting names & contents straight of each governing document is crucially important. Read Tim's resources.

You have officially blown my mind.

I actually loooooked at what we call Bylaws.
What the Treasurer gave me when I asked for a copy.
The same document, with the same Green cover, that the President brought me when he heard I asked for a copy.
This is the only document the board seems to be aware of.

Wow.

"Declaration of Restrictions for Forest Ridge Townhomes'

I am sooooo embarrassed. I just going to go ahead and attach them, if the system lets me.

So...'nother question. Does this mean we have no Bylaws??

Judy

📎 Attachments (2):

⏸ Downloads temporarily unavailable

📄11127333065871.pdf(240 KB)

📄1112733336454.pdf(1.1 MB)

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Judy

Your Section V and VI are effectively your Bylaws. Quite often Bylaws are not a separate document.

MichaelT21 (Arkansas)
Posts: 462

Posted:

Our By-laws and CC&Rs are part of the same PDF file as well (different sections). I don't refer to them as separate documents because they are one PDF and there really isn't a reason to keep them straight from my perspective.

Folks like Kerry and Max make a big deal to point out when a poster refers to something that is likely in the by-laws as being in the CC&Rs. I don't get into that detail though which is fine for me, even if not fine for other posters.

TimB4 (Tennessee)
Posts: 21,059

Posted:

Judy,

Please review the sites posting rules.

This is easily done by clicking on the smiley face saying "our posting rules" located at the top of each page.

MaxB4
Posts: 3,513

Posted:

Quote:

Posted By MichaelT21 on 11/28/2022 6:26 AM
Our By-laws and CC&Rs are part of the same PDF file as well (different sections). I don't refer to them as separate documents because they are one PDF and there really isn't a reason to keep them straight from my perspective.

Folks like Kerry and Max make a big deal to point out when a poster refers to something that is likely in the by-laws as being in the CC&Rs. I don't get into that detail though which is fine for me, even if not fine for other posters.

You don't know to run your own assocaition. You shouldn't be allowed to make stupid comments like that.

KerryL1 (California)
Posts: 14,550

Posted:

Certainly Sect. VI is what is usually in a separate document called Bylaws. Parts of Sect. V, too. So you DO have "Bylaws," but they're embedded in your Declaration. Bylaws basically the organizational governing structure of your HOA, i.e, voting, meetings, officers. Often many parts of them are drawn form a state's cooperation codes. It's helpful for us who're trying to help to see the difference between the two types of documents

Note the entire Document is called "Declaration of Restrictions. In many HOAs, this is called Covenants, Conditions & Restrictions or CC&Rs. Yours most likely are called "the Declaration."

You'd written that there's nothing about executive session in your documents and you're right. My quick skim turns up, instead, a reference to "closed meeting" and what is permitted to be discussed in them. Closed meetings are the same as "executive session."

You also mentioned somewhere there seems to be no requirement for a posted agenda in advance of open meetings of the Board. And you're right -- tho' I may have missed it--there's no reference to posting the agenda or purpose of meetings for owners to review. In fact, it appears your Board doesn't even need to post a notice of the open board meetings. But this might be. overridden by IL statutes about HOAs. So you might want to check on that. Instead of "agenda," it might say that the "purpose" of the meeting must be included in a notice.

JudyrosellaE
Posts: 57

Posted:

Quote:

Posted By TimB4 on 11/28/2022 8:20 AM
Judy,

Please review the sites posting rules.

This is easily done by clicking on the smiley face saying "our posting rules" located at the top of each page.

My apologies.

JohnT38 (South Carolina)
Posts: 1,631

Posted:

Quote:

Posted By MichaelT21 on 11/28/2022 6:26 AM
Our By-laws and CC&Rs are part of the same PDF file as well (different sections). I don't refer to them as separate documents because they are one PDF and there really isn't a reason to keep them straight from my perspective.

Folks like Kerry and Max make a big deal to point out when a poster refers to something that is likely in the by-laws as being in the CC&Rs. I don't get into that detail though which is fine for me, even if not fine for other posters.

The reason that Kerry and Max make a big deal of this is because this is a learning site. New people come here to learn and your continued incorrect usage of By-Laws and CCR's does nothing to help educate them. Although this may shock you it's not all about you Michael.

JudyrosellaE
Posts: 57

Posted:

Quote:

Posted By MaxB4 on 11/28/2022 10:21 AM

Posted By MichaelT21 on 11/28/2022 6:26 AM
Our By-laws and CC&Rs are part of the same PDF file as well (different sections). I don't refer to them as separate documents because they are one PDF and there really isn't a reason to keep them straight from my perspective.

Folks like Kerry and Max make a big deal to point out when a poster refers to something that is likely in the by-laws as being in the CC&Rs. I don't get into that detail though which is fine for me, even if not fine for other posters.

You don't know to run your own assocaition. You shouldn't be allowed to make stupid comments like that.

Now, now. I'm trying NOT to be "stupid"!

At least, I'm TRYING.
Judy