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BillD16 (Texas)
Posts: 971
Posted:
Out PM has scheduled an Open Regular Meeting of our Board. Notice and agenda were distributed to the neighborhood 144+ hours before the meeting (per TPC 209.0051).

However, several agenda items involve a Board-only vote to approve certain changes in our rules and regulations documents. Details of these changes (ie, the documents with the proposed changes) have not been distributed to the neighborhood.

The 144 hour deadline has passed.

Q1: do these document updates need to be distributed? If so Q2: can we legally do it without scheduling a new meeting?

Thank you,

Bill

HOA Board ex-President
Austin, Texas USA

“You can’t put too much water in a nuclear reactor”
KerryL1 (California)
Posts: 14,550
Posted:
Is there a TX requirement that owners review these proposed changes prior to the open board meeting when the Board votes to propose them?

Or, perhaps seem such requirement in your own gov. Docs, possibly your Bylaws???
BillD16 (Texas)
Posts: 971
Posted:
Quote:
Posted By KerryL1 on 05/16/2024 4:56 AM
Is there a TX requirement that owners review these proposed changes prior to the open board meeting when the Board votes to propose them?

Or, perhaps seem such requirement in your own gov. Docs, possibly your Bylaws???

I always search before asking here, Kerry. Nothing in our bylaws or other governing documents, nothing I could find in Texas law. I looked at Stirling-Davis, which doesn’t help with TX law, and found a few “how to change your rules” sites that seemed Texas-oriented but provided no references or citations. So I’m asking here.

Bill

HOA Board ex-President
Austin, Texas USA

“You can’t put too much water in a nuclear reactor”
JohnC46 (South Carolina)
Posts: 14,265
Posted:
Bill

In many cases the BOD alone can make/modify Rules and Regulations without owner input. In some cases owner notification must be done. I have seen notifications be 30 days and allow owner input but still the BOD has the final say.
KerryL1 (California)
Posts: 14,550
Posted:
Good research, BillD. Because your own docs & TX statutes do not require distribution of the proposed rules to owners prior to a board meeting for possible approval or all or some, the Board has no obligation to have the proposed changes available for owners.

Davis-Stirling.com as you point out, cites statutes that only apply to Cali, in the case of rule changes. It is a state, as JohnC notes, that requires that owners have 28 days to comment on the proposed change--that they receive via e or US mail--, but it's still the board's vote.

For the sake of transparency, I personally hope that the Board discusses each & every proposed rule, and that the meeting minutes include the reason for or against the Board's approval, or not, of each. I'd also hope the Board gives owners open forum time to comment or ask questions about the proposed changes. But this is just me leaning in for owners to have some voice and to be fully informed.
KerryL1 (California)
Posts: 14,550
Posted:

Good you did your research, billD, and absent anything in TX code or your own docs, there is no need to give owners a list of the proposed rules in advance of the open board meeting.

Now, some boards might want to allow owners who bother to attend the meeting to have a copy of the list of proposed changes so they can follow along as the directors discuss each and every one of them. And vote on each & every one of them. But that's just my personal tendency to lean towards transparency.

Also, imo, every proposed rule needs to be discussed & voted on by the Board and the meeting minutes must show this decision-making activity. This is necessary so the PM can send out a final new Rules & Reg. document to all owners.

Ah, yes, Davis-stirling.com, on this topic, cites CA statutes. It's, as JohnC notes, 28-day prior that owners can comment on proposed rules changes
KerryL1 (California)
Posts: 14,550
Posted:
Sorry about duplicate post. My 1st disappeared -- I thought foreve--, so I typed a 2nd reply.
BillD16 (Texas)
Posts: 971
Posted:
Quote:
Posted By BillD16 on 05/16/2024 3:40 AM
Out PM has scheduled an Open Regular Meeting of our Board. Notice and agenda were distributed to the neighborhood 144+ hours before the meeting (per TPC 209.0051).

However, several agenda items involve a Board-only vote to approve certain changes in our rules and regulations documents. Details of these changes (ie, the documents with the proposed changes) have not been distributed to the neighborhood.

The 144 hour deadline has passed.

Q1: do these document updates need to be distributed? If so Q2: can we legally do it without scheduling a new meeting?

It pains me to bring this up again, but I could use some advice.

So we’ve got a regular open meeting planned for sometime this coming week. Our new PM has been ‘leading’ the effort to put it together. The agenda is just trash: there are items to approve amendments to the R&Rs where we don’t have a final lawyer approved version{0} (and 99.99% will *not* have one by the time of the meeting). There are items to approve large bids where we do not actually have a bid in hand. There’s an item for a committee report that I don’t believe the committee is aware of. There’s also a vague “ratify board members” topic for the closed executive session that nobody wants to discuss.

In short, I think the meeting is going to be (at least) a big waste of time. I don’t know if I’m being an ass or not in thinking that I don’t want to vote on an amendment unless I can read it first? Etc.

Additionally, the other two Board members have exhibited bad faith in simply assembling the agenda{1}. I won’t BS you: I don’t want this meeting to happen. I’m concerned that there will be ‘shenanigans’.

I plan to bring this stuff up tomorrow, but there’s a good chance I’ll be ignored if I suggest postponing the meeting.

In short, I’m considering simply resigning now; resigning before the meeting; resigning during the meeting; telling them I simply can’t make the meeting; simply not showing up for the meeting; biting the bullet and attending the stupid meeting (and objecting loudly to any and all shady stuff); attending and then leaving halfway through; or ???

Your thoughts?

Bill

{0} we’ve got marked up proposed versions from (I think) our attorney’s legal assistant (the same person who provided that “Code of Conduct” that appeared to have been composed by copy/pasting stuff from the web).

{1} we met to discuss the agenda and drew up a list. Afterwards they slipped in an item “violations”, and it took two weeks of repeated questioning for one of them to finally admit they wanted to remove a fine without me knowing about it in advance.

HOA Board ex-President
Austin, Texas USA

“You can’t put too much water in a nuclear reactor”
KerryL1 (California)
Posts: 14,550
Posted:
Well, BillD, I was hoping that at least two good Texas posters would give their opinions.

If you don't participate in this open meeting, would there still be a quorum of the Board? So the others would just vote anyway?

If you don't resign first, I'd move that the contract be "postponed" to a meeting when the Board has the proposal to vote on it.

Similarly, I'd motion that the proposed ruled be postponed until the HOA attorney can prove the Board with a readable list.

As I recall your Board hasn't had an open meeting in, what",several months? Yet your Board, if I recall it right, has "taken action without a meeting" during this long period. Any and all of those board decisions must be in this meeting's minutes. Your new PMC should know this.

BillD16 (Texas)
Posts: 971
Posted:
Quote:
Posted By KerryL1 on 05/21/2024 10:19 AM
Well, BillD, I was hoping that at least two good Texas posters would give their opinions.

If you don't participate in this open meeting, would there still be a quorum of the Board? So the others would just vote anyway?

If you don't resign first, I'd move that the contract be "postponed" to a meeting when the Board has the proposal to vote on it.

Similarly, I'd motion that the proposed ruled be postponed until the HOA attorney can prove the Board with a readable list.

As I recall your Board hasn't had an open meeting in, what",several months? Yet your Board, if I recall it right, has "taken action without a meeting" during this long period. Any and all of those board decisions must be in this meeting's minutes. Your new PMC should know this.

I confess I was sorely tempted to "call in sick". I did not.

I did ask our PM "if I hadn't shown up, what would you have done?" and they responded "well, there'd still be two of you, that's the majority, so we'd just proceed the way we did." That's an ... interesting take on things.

(I've really tried to give them a chance, but our PM - despite her claims of years of experience - has repeatedly shown themselves to be incompetent).

Ya know what was the best part? We had an Owner's Forum near the end, and a nice lady asked if we could do something to keep kids from interfering with the lap-swimmers at the pool (we have a fairly large number of lap-swimmers). She was very sweet, and I told her that I'd talk to the Lifeguards about it, and impress upon them that they should keep an eye out for people (mostly kids who don't know better) who are disturbing the lap swimmers. And she said Thank You, and that she likes the way I do things. It probably sounds dumb, but that made my day, and probably my week.

Bill

HOA Board ex-President
Austin, Texas USA

“You can’t put too much water in a nuclear reactor”
KerryL1 (California)
Posts: 14,550
Posted:
I can't recall. How many directors do your Bylaws say you must have, BillD? How many directors must be present at a board meeting for there to be a quorum? Some Bylaws say Io have a quorum, a majority of the required number of directors must be present. Other Bylaws say majority of director now serving must be r present to have a quorum. What do your say?

As a long-time director, it w always was really welcome to get the occasional compliment. But-- a couple of weeks ago, you had no pool; residents were furious, your were required by the City to do pertain things. How was this drama resolved?
LaskaS (Texas)
Posts: 1,025
Posted:
bill, you are not being unreasonable. An agenda needs to be sent to the owners/board before the meeting in order for board members to properly prepare.

One of the great moves that has occurred here for our board meetings is that only items on the agenda can be discussed at the meeting. a week before the meeting, the property manager sends out the proposed agenda . she requests any desired additional items that a board member wants added to the agenda needs to be in by Friday afternoon. Monday the final agenda goes out. Wednesday the meeting occurs. anytime someone tries to add something to the agenda, the current president shuts it down and says "i'm sorry, that item is not up for consideration as it is not on the agenda.

This is huge progress. Previously, board members would show up to meetings and if there was an agenda made at all, they would simply submit a list of items they wanted added to that nights agenda. The other board members wouldn't object.

The first few meetings in 2023, board members who were part of the previous regime would show up and try and add things to the agenda. They were immediatly shut down. Every since then, everyone gets their requests in the Friday before the meeting.

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