Improper Election of Directors At Annual Meeting

Hi. The HOA held its annual meeting last spring. Ballots were given out which listed the candidates for Director and directions to vote for vacant or contested seats. The Ballots had a space to put your address. So I held up my hand for a while because this was clearly not a secret ballot. I was never recognized to speak. The problem was/is that the Bylaws, quoted below, require a secret ballot to elect directors.

"Section 4. Nomination and Election of Directors. Election to the Board of Directors shall be by secret written ballot cast at the annual meeting, unless dispensed with by unanimous consent of those present at such meeting. At such election the Members or their proxies may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of the Declaration. Directors shall be elected by a plurality of the votes cast. Cumulative voting shall not be permitted."

My question to the group is, what should the ramifications of this be? Would it be possible to invalidate the election and perhaps through an injunction remove all the improperly elected directors? Or is it not a big deal, or something else?

Thanks.

Many HOA's you elect the board and then the board elects the officers amongst themselves. Could this be that the secret ballot refers to the board voting for the officers and not for the general membership vote for the Board?

so you are saying people would of voted differently if the ballot did not have thier address listed? were ballots thrown out that did not have the address listed? I've had neighborhood surveys' where people do not list thier address and those were thrown out. they did not effect the overall results.

I doubt it, but the real question is why do you want the BOD replaced?

How many boards do you know that vote by secret ballot to elect their officers?

I've managed over 200 associations over 14 plus years and NONE have.

In over 25 years of HOA living with Board service, and as managing owners, we have never seen a secret ballot/vote to elect officers

Which college course that you took, Business Law or Criminology did you come up with that answer>

"Many HOA's you elect the board and then the board elects the officers amongst themselves. Could this be that the secret ballot refers to the board voting for the officers and not for the general membership vote for the Board?"

No it is for when the members of the association elect the Directors.

"All I can say is that in Texas the address of the voting owner must be printed or entered someplace on the ballot. We design the ballot so those tabulating the ballots cannot see the address, hence secrecy is preserved."

The ballots were on a single 8.5 X 11 in. page, there were no envelopes or anything like that. After the ballots were cast some management company staffers tabulated the vote, which took a couple of hours. The results were announced the same night. I don't see how it could be a secret ballot when the candidates are listed right above the address. I doubt any ballots were disqualified for lack of address. Why have a space on the ballot for the address unless you want that address captured with the votes for the different candidates listed?

Clearly the bylaw requiring a secret ballot was violated. But you're right to suspect it may be a big deal that so much time has passed. This sort of delay even has a name in the courts: Laches.

Furthermore, you're just a few months from the next election, correct?

Also, as someone else pointed out, would the ballots having been secret have made a difference?

I say your time is better spent reminding the present board that the bylaws were violated in 2022; ballots have to be secret going forward; suggesting the board require addresses only on the outer envelope containing a ballot; asking that an impartial Election Inspector (such as an accountant) be retained in the future; and asking that the Board confirm it will take these steps within 10 days.

Checking the Georgia statutes for anything on this would also be helpful. Is this a condo or a subdivision of single family homes? What year was it established?

Rules in Georgia will be completely different from California, or many other states for that matter. Based on what the OP posted, the election didn't have to be by secret ballot, and as such nothing was violated. His Bylaws state, Election to the Board of Directors shall be by secret written ballot cast at the annual meeting unless dispensed with by unanimous consent of those present at such meeting. It very well could have been dispensed, maybe in the way, people in the South do things.

How do you have a secret ballot IF you allow proxies?

California, by far, has the strictest HOA election rules in the country. But, they were never done correctly. One year they appease one group, the following year they appease the other side. We should have gone to electronic online votes years ago, after all, we are electing a non-paid volunteer to an HOA board that generally has the day-to-day operation run by a management company.

Mentioning what California does only confuses the issue in Georgia or any other state for that matter.

Haven't used a proxy in 14 years, as it is not required to be provided by the association, only that they can be used.

That's all good stuff, thanks.

I would think the term "secret ballot" means that the other homeowners at the meeting don't know who you voted for. Maybe you should Google the term secret ballot. It would make sense that the person collecting the ballots has to make sure that you are an owner of a property on record, and that you are not in arrears. They could only do that by knowing your name and your address. our HOA lists homes by addresses. So, I don't understand your concern. It's not like they read your vote out loud, correct? wouldn't your vote still be secret to the other homeowners?
and yes I guess if they had your name and address on an outside envelope and then your ballot was inside the envelope once they checked it outside envelope -that would be secret....but I think it would still lead to the option of slipping in extra ballots by the person/ persons counting the votes.

Not actually true, as a proxy may tell how an owner voted, and a proxy is not secret.

The proxyholder knows, thus not a secret ballot.

In the past they have checked home owners off on a list and given them a ballot.

I saw 2 or 3 people that I took to be from the management company collating and fooling with the ballots while sitting at a table. After about two hours they announced the outcome.

Belatedly I will add the below:

(b) Meetings of Association.... At the annual meeting, comprehensive reports of the affairs, finances and budget projections of the Association shall be made to the Owners."

That wasn't done. None of the Board members spoke during the business part of the meeting. It was conducted solely by, I believe an attorney from the law firm retained by the HOA.

Is your recent citation, Walter, from your HOA's bylaws?

Yes it is.

No, secret ballot has an accepted definition. That is to say, a secret ballot does not have identification information on the ballot. Instead, the ballot is placed inside another envelope, which has the identification. The ballot described by the OP is known as a naked ballot.

I watched them process the ballots. No envelopes were involved. What they did couldn't have happened by accident.

Maybe. Unless they tried to do something really egregious.

Ignoring the Bylaws to conduct an election to suit a certain clique is bad, and time may allay any action on that. But trying to force some creepy course of action on the community would be a horse of a different color.

I think they wanted to know who voted for whom, and perhaps pressure people to vote a certain way.