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NormaB3 (Florida)
Posts: 45
Posted:
St cloud florida
Hoa Inc

3 officers 2 directors

2 officers resign and one director as of August 31

3 vacancies to be filled. Can sitting board members still appoint new members before August 31.

Can a resignation be rescinded before it takes place?

MarkM19 (Texas)
Posts: 1,459
Posted:
Norma,
I would start by trying to get 1 person appointed so that you are able to make quorum. What is unclear to me is why is everyone jumping ship? Do you have anyone in the bull pen willing to serve?

Love to help but more info needed.

1) How large is your HOA?
2) How old is your HOA?
3) What made the majority decide to quit?
TimB4 (Tennessee)
Posts: 21,059
Posted:
Yes.

Corporate statutes allow for this.

For filling a vacancy, see: 617.0809 Board vacancy (emphasis added):

(1) Except as provided in s. 617.0808(1)(f), any vacancy occurring on the board of directors may be filled by the affirmative vote of the majority of the remaining directors, even though the remaining directors constitute less than a quorum, or by the sole remaining director or, if the vacancy is not so filled or if no director remains, by the members or, on the application of any person, by the circuit court of the county where the registered office of the corporation is located.

For the resignation, see: 617.0807 Resignation of directors:

(2) A resignation is effective when the notice is delivered unless the notice specifies a later effective date. If a resignation is made effective at a later date, the board of directors may fill the pending vacancy before the effective date if the board of directors provides that the successor does not take office until the effective date.

The sitting Director could appoint the individual back on the board.
However, they did resign.
LoriM15 (Florida)
Posts: 1,009
Posted:
What do your bylaws say about appointing directors? And when is the next members meeting - which is usually when a board term is up and the election happens?

It doesn't matter if they were officers or not. Florida statutes do allow however many directors are left (even if not a quorum) to appoint new members.

617.0809 Board vacancy.—
(1) Except as provided in s. 617.0808(1)(f), any vacancy occurring on the board of directors may be filled by the affirmative vote of the majority of the remaining directors, even though the remaining directors constitute less than a quorum, or by the sole remaining director or, if the vacancy is not so filled or if no director remains, by the members or, on the application of any person, by the circuit court of the county where the registered office of the corporation is located.
(2) Whenever a vacancy occurs with respect to a director elected by a class, chapter, unit, or group, the vacancy may be filled only by members of that class, chapter, unit, or group, or by a majority of the directors then in office elected by such class, chapter, unit, or group.
(3) The term of a director elected or appointed to fill a vacancy expires at the next annual meeting at which directors are elected. Any directorship to be filled by reason of an increase in the number of directors may be filled by the board of directors, but only for a term of office continuing until the next election of directors by the members or, if the corporation has no members or no members having the right to vote thereon, for such term of office as is provided in the articles of incorporation or the bylaws.
(4) A vacancy that will occur at a specific later date, by reason of a resignation effective at a later date under s. 617.0807 or otherwise, may be filled before the vacancy occurs. However, the new director may not take office until the vacancy occurs.
KerryL1 (California)
Posts: 14,550
Posted:
Sorry if my memory's off here, Norma. Are you a mobile home park?

When you say 2 officers resigned, you are saying that those two were not directors??

How many directors do your Bylaws say you must have?

How many officers do your Bylaws say you must have? Must any officer, for ex., the president ,also be a director?

NormaB3 (Florida)
Posts: 45
Posted:
Mark M19

In answer to your request, our board has been under scrutiny for more than a year. We are ladies all in our late 70’s or early 80’s

158 homes
32 years
Too much stress from a small group with their own agenda

All board member serve voluntarily. There are only two members left from 5

Thanks you for any input

Normab3

NormaB3 (Florida)
Posts: 45
Posted:
We are a manufactured home community with 158 homes

Should have 7 but can exist if we have a quorum

No. Officers are Pres, VP, Treas & secretary. Other 3 are Directors

MarkM19 (Texas)
Posts: 1,459
Posted:
Norma,
Thanks for the answers. First, I want to start by saying thanks for stepping up in the first place. It is truly a thankless job and when you have a vocal minority of owners causing trouble it can become more than anyone wants to sign up to deal with.

Personally, I have never been on many of the social media sites. Some like FB can be very toxic, and I have found that many of the responders could care less about the topic and are just replying to get the fight going. They also tend to be the least informed members of the HOA. Over my 14+ years on boards I have developed what board members need. It is skin like and Alligator and a memory like an Elephant. If anyone wants to bring the complaints to the meetings I will be prepared to listen and reply if needed. If we are doing something wrong, we will correct it. Usually, the customer does not have all of the facts and never comes forward with a great argument.

What I may have suggested if given your boards issues is simply create a note letting the owners know that the pressure from the vocal minority of owners is making it impossible for several members to continue our volunteering. If things do not change the majority may resign. At that point it is up to them, but they have been warned.
NormaB3 (Florida)
Posts: 45
Posted:
Thank you very much for your comments. I have served in 4 different positions on our board over 30 years. Served under 6 different Presidents. The resignation of our current President is a great loss to our community. She was the best to serve with. One of the “group” has already sent a letter to be appointed as President which proves they had an agenda. He has only lived here for 4 months so we shall see just how well he will do.

Hopefully we will overcome this crisis. I love my community and am sad I cannot serve any longer.

MarkM19 (Texas)
Posts: 1,459
Posted:
Norma,
The fact that this person wants to be seated as the president should be all you need to know how him. He does not understand the process and it may be a reason to not consider him for a board seat. It took me 4 years before I was selected as president of my first board. There is a lot of learning that needs to happen before he earns this right.
KerryL1 (California)
Posts: 14,550
Posted:
So sorry that you lost your fine president. And you're very brave to stay on, and wise too. But don't your bylaws say that the Board may appoint owners as directors? And then, the new board of directors appoints some of them as officers, like president?

So you two who remain, if I understand you right, could appoint him as a director. And the then three of you directors appoint the president? If your HOA is a corporation, this is in your Bylaws.

Over the years, my HOA board has appointed a newbie as a president a couple of times, and it did not go very well. Not a disaster, but messy at times.

Do you have no property manager? Is so, what are whirr duties? What are your amenities, if any?

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