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LouH1 (Michigan)
Posts: 214
Posted:
Our Board has decided to have Huddles each week. These are informal meetings, attendance not required, sometimes an agenda, sometimes not, oftentimes we have a quorum and vote on issues. The meetings are called "Board Meetings" but I am thinking this is just sloppiness and the board does not want to take the time to go through RR of O requirements for a formal Board meeting. I am concerned that things we are deciding and voting on might not be considered legal as the are informal "huddle" meetings. I do not see anywhere that HOA Boards can do these type of meetings. What say you? Thanks!
SheliaH (Indiana)
Posts: 6,964
Posted:
What do your documents say about board meetings? Thats what you need to go by. If you have a quorum and are voting on association issues, that's a board meeting - it doesn't matter what they call it. If they want to have weekly meetings where they want to brainstorm ideas, that's fine, but homeowners should know what and when they'll be held, so they can listen to the conversation.

To me, this seems more of a waste of time - do you really want to attend an association anything every week? What's wrong with quarterly town hall meetings where people can do the same thing or an advisory committee meeting where part of the agenda could include a brief resident forum on a specific subject area (not a free for all on anything or a bellyaching session?)

It sounds like you're on the board and were outvoted, so for now, I think you'll have to attend anyway and continue to speak up. Insist that no vote be taken on anything unless it's in a formal meeting, complete with motions second formal agendas and all that. Be sure homeowners are made aware of these huddles, Sunday go to meeting or whatever this is. With the holidays fast approaching, I suspect this will die before it really gets going, but in case it doesn't, you need to be there to try and keep your colleagues honest. Good luck!

If it is not right do not do it; if it is not true do not say it. Marcus Aurelius
KerryL1 (California)
Posts: 14,550
Posted:
In most steps, there is no such thing as an “information Meeting ,” no what board members’ CUTE NAME FOR it is. What do your Bylaws say, Loluu—you’ve been involved on your board quite some time now.

Are there minutes for these BS sessions, I mean “huddles?”

Remind us if you a condo HOA or not. It might matter in Mich.
KerryL1 (California)
Posts: 14,550
Posted:
In most states and HOA bylaws, there is no such thing as an “information Meeting ,” no what board members’ CUTE NAME FOR it is. What do your Bylaws say, Lou—you’ve been involved on your board quite some time now.

Are there minutes for these BS sessions, I mean “huddles?”

Remind us if your’e a condo HOA or not. It might matter in Mich.
LouH1 (Michigan)
Posts: 214
Posted:
Yes, I have been on numerous Boards and have never experienced what is happening here. We are a non-profit, so there are no open meetings, unless we have special co-owner meetings....
along with our annual meeting each year.

I have not been out voted or anything like that. I am concerned because RRO is our chosen parliamentary procedures book cited in our bylaws and we are not following procedures very well. We vote on Board issues, but the meeting is not formally brought to order, nor is there a written agenda or even any advanced notice given. And the meeting minutes are often called a "summary." Again, my concern is that someday someone may figure this out and say what the Board has agreed to in the past months was not following proper Board/Parliamentary procedure and therefore is not valid.

The days of having actual "Board" meetings seems few and far between. We also have taken on a new Management Group and we are having to do much of the work they should be doing ourselves. This is a whole different problem as we began these "huddles" talking about all the maintenance stuff we Directors were taking on so we had them every week. Now I think it time to go back to our regular Monthly meetings

Again, don't get me wrong, I am in favor of not adhering "to the letter" (we are a small, under 12 Board).

Is Augustus still with you all? It has been awhile since I have been on this forum. I love it, but especially liked Augustus!

Thanks!
Lu

KellyM3 (North Carolina)
Posts: 2,239
Posted:
Quote:
Posted By LouH1 on 11/05/2023 12:52 PM
Our Board has decided to have Huddles each week. These are informal meetings, attendance not required, sometimes an agenda, sometimes not, oftentimes we have a quorum and vote on issues. The meetings are called "Board Meetings" but I am thinking this is just sloppiness and the board does not want to take the time to go through RR of O requirements for a formal Board meeting. I am concerned that things we are deciding and voting on might not be considered legal as the are informal "huddle" meetings. I do not see anywhere that HOA Boards can do these type of meetings. What say you? Thanks!

I agree with you. Weekly "huddles" are sloppy, not to mention the fact that the more an HOA board holds meetings, the more that board will find reasons to spend discretionary funds (your dues) and/or devolve in the petty squabbles that, in turn, justify more involvement in board processes. This sounds like a number of your board of directors use HOA volunteerism as a hobby. This is just my opinion.
JohnC46 (South Carolina)
Posts: 14,265
Posted:
Lou

It smells like someone is trying to change the name but it is still a BOD Meeting and must meet the requirements for such. Call it what you want, but it sounds like a BOD Meeting.
KerryL1 (California)
Posts: 14,550
Posted:
Is your HOA a condo association, Lou?

When you write "under 12," you're referring to the number of board members? What size is your HOA? Is your new MC nit required tooraganized meeting for x directors or take care of HOA maintenance issues?

Does the Mich. nonprofit corporations code require board meeting minutes?

Since you note elsewhere you're revisng your Bylaws, perhaps, some specifics about board meetings could be added. It truly sounds so disorganized to have the weekly "huddles" with no agenda submitted in advance for directors to consider prior to a meeting.
ElleN (Idaho)
Posts: 4,420
Posted:
For new members here: Michigan's hoa statute is non-existent. Its condo statute is bare bones, AFAIC.
Quote:
Posted By LouH1 on 01/06/2024 1:16 PM
I have not been out voted or anything like that. I am concerned because RRO is our chosen parliamentary procedures book cited in our bylaws and we are not following procedures very well. We vote on Board issues, but the meeting is not formally brought to order, nor is there a written agenda or even any advanced notice given. And the meeting minutes are often called a "summary." Again, my concern is that someday someone may figure this out and say what the Board has agreed to in the past months was not following proper Board/Parliamentary procedure and therefore is not valid.
Questions and observations --

-- What are the chances the other directors would be interested in digging hard into the 800+ page tome that is today's Robert's Rules?

-- The text of Roberts Rules makes clear that the rules are designed mostly (by far) for a "deliberative assembly. A deliberative assembly has //no// board. Instead, in a deliberative assembly all decisions are made by all members of the organization, en masse. In a deliberative assembly (which a HOA or condo is //not//), one member is equal to another. By contrast and per the law, for shareholder corporations such as condominiums and HOAs, the owners have a few specific powers, as given in the bylaws and state law. Owners are not equal to directors, when it comes to the bulk of the decision-making. A board of directors does the bulk of the decision-making.

-- What does this mean in application? Fact: A mere fraction of Robert's Rules applies to HOAs and condo associations (shareholder corporations).

-- Robert's Rules is largely and literally not applicable to HOAs. Instead, the bylaws and state law have much more to say about how meetings are run, votes are conducted, et cetera. The online Robert's Rules forum routinely tells HOA / COA people that they should be reading their bylaws and state statutes for direction, because so much of RR does not apply to organizations where the legal structure puts boards in charge of the bulk of decision-making. Descendants of Henry Robert actually moderate this forum. They try to make sure people are properly informed.

-- What are the chances directors at this HOA would go study Robert's Rules and confirm the above? I would say near zero.

-- I do not think Robert's Rules even addresses notice for board meetings. Why? Because again, Robert's Rules is not written for organizations where boards of directors do the bulk of the decision-making.

-- It is ridiculous how much authority HOA/COA owners and boards sometimes try to assert Robert's Rules has. They are wrong.

-- One other thing about Robert's Rules: The latest edition is not available online for free. Robert's Rules continues to be published by descendants of General Henry Robert and a few non-relatives, for their profit.

-- This forum could go through countless hypotheticals and opine on whether a court would agree a board decision was lawful or not. I think this would not be particularly helpful. Instead, if you have a specific situation that worries you, describe it.

-- In my opinion as long as everyone who is supposed to get a chance to vote on issues actually gets this chance, and as long as the decisions are recorded in minutes, then I think the board is likely fine and the HOA is about as safe as it would be compared to the the Board suffering the pain and agony of trying to parse the fraction of RONR that actually applies to shareholder corporations.

KerryL1 (California)
Posts: 14,550
Posted:
I do recall Lou's previous insistence on relying heavily on Robert's Rules. This is sorta undersaqable since Mich. offers so little help to HOA leaders. But is her/his other posts, some of us can see that the board meetings or "huddles" do not resemble any property organize meeting and minutes" aren't written, only agenda-less babble is "summarized."
WendyM5 (North Carolina)
Posts: 1,522
Posted:
at next board meeting make a motion to not have these huddles and to not vote on stuff outside an offcial board meeting.

vis ta vie
ElleN (Idaho)
Posts: 4,420
Posted:
Quote:
Posted By KerryL1 on 01/07/2024 10:43 AM
I do recall Lou's previous insistence on relying heavily on Robert's Rules. This is sorta undersaqable since Mich. offers so little help to HOA leaders.
I suppose the Robert's Rules pertaining to motions apply. But RR is silent on agendas; notice; and much else

Quote:
Posted By KerryL1 on 01/07/2024 10:43 AM
But is her/his other posts, some of us can see that the board meetings or "huddles" do not resemble any property organize meeting
My sense is LouH1 wants something that says board meetings are //required// to be held in such-and-such way. Unless the bylaws give more direction, I think she is out of luck.

About the minutes: If they are not recording board votes, this is obviously a problem, for legal reasons. But so far I cannot tell if the minutes are recording the votes.
LouH1 (Michigan)
Posts: 214
Posted:
Thank you Wendy, You have my daughter's name so you must be very special.

So, I could do that and be voted down and make some enemies (have some all ready). Doesn't seem like a good thing to do but I would like to give them the reasons why they should comply with that request.....so what would that be? Are there legal reasons why they should comply with that motion?

Does it say in RRO or anywhere that you cannot have voting in any meeting other than a regular Board meeting? I think as long as there is a quorum and you have a motion, second it, debate it, ......and vote, it is legitimate. But the legality comes in when you have this type of voting and then don't have another meeting to approve it. We voted on our 2024 Budget, but have never received any minutes, nor has it been officially approved. I would think that this vote is not legal until it's minutes are approved. Am I correct?

I am kind of a pain in the Board's behind because I see them being too lax (in my opinion) and of course, law suits are few and far between with HOA's most members think. But....asking now, is this even true? Are there many law suits filed in HOA's concerning legality of bylaws etc.? Would you know the answer to this?

You all are great, I appreciate you all very much. Did or do you know an Augustus? A few years ago I went back and forth on many issues with him. I loved his "take" and suggestions very much. I think he may be gone from HOATALK, perhaps?

Thanks again for your assistance with my many concerns of lately.

LOU (female.....someone wasn't sure of my gender...)

LouH1 (Michigan)
Posts: 214
Posted:
Thanks to both of you with your kind and useful replies. FYI: I am female

I do not want something that says board meetings are required to be held in such and such a way. I understand informal meetings can be held and be legal meetings. However, we had a meeting weeks ago and we voted on our 2024 Budget (an important issue). There have been no minutes and no meeting to approve any minutes. My take is, this budget is not legal until it is board approved and documented as such. So there you have the picture. I do not expect perfection, nor do I think we have to adhere to all the "stuff" in RRO, but I am concerned with the informality being shown on our Board. What I have determined (opinion, I know) is, we are responsible for taking care of important business on behalf of the 100 plus co-owner units.

Can you tell me if you are aware of many law suits each year involving HOAs and their bylaws, rules, documents in general? Most co-owners and Board members say there are hardly ANY, SO WE DON'T HAVE TO BE SO CONCERNED ABOUT WHAT WE DO. I am actually a pretty cool person, but I do take my responsibilities seriously, but if this is true, maybe I should relax a bit more about it all. Please give me some guidance.

Thanks so much

Lou
ElleN (Idaho)
Posts: 4,420
Posted:
Quote:
Posted By LouH1 on 01/07/2024 5:40 PM
Does it say in RRO or anywhere that you cannot have voting in any meeting other than a regular Board meeting?
Nope. Robert's Rules is silent on this. Why? Because Robert's Rules was written almost entirely for organizations that are //not// governed by boards.

Quote:
Posted By LouH1 on 01/07/2024 5:40 PM
I think as long as there is a quorum and you have a motion, second it, debate it, ......and vote, it is legitimate. But the legality comes in when you have this type of voting and then don't have another meeting to approve it.
You mean another meeting to approve the minutes has not yet occurred.

In my opinion, a vote to approve the minutes is distinguishable from a vote to do xyz. A vote to do xyz is legal the instant the vote is completed. The date of implementing xyz should be done as the board directs or per whatever policy exists between board and management.

Quote:
Posted By LouH1 on 01/07/2024 5:40 PM
​We voted on our 2024 Budget, but have never received any minutes, nor has it been officially approved. I would think that this vote is not legal until it's minutes are approved. ​
I do not agree. See above.

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