Texas HOA - Executive Sessions

Started by JosephS27 • 6 replies • 246 views

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JosephS27 (Texas)
Posts: 19

Posted:

1 - is there any case law, or AG position papers, or further explanation regarding what'd constitute a valid "general description" of the topics to be discussed by the BofDs during an Executive Session? Would a one word note like "Amendment 10" satisfy the general description requirement?

2 - I recall reading that any votes taken in an executive session had to be recorded in the meeting minutes, specifically listing which BofDs members voted for and who voted against - but I can't find that section now - anyone ??

Thanks !!

SheliaH (Indiana)
Posts: 6,964

Posted:

You should start with your own documents to see what they say about executive sessions, but here is a link to an article on general protocol followed by most boards, HOA or not:

https://board-room.org/blog/executive-session-minutes/#:~:text=Executive%20sessions%2C%20or%20closed%20meetings,member%20from%20fulfilling%20their%20role.)

Note the executive session minutes aren't available to homeowners, but the minutes for regular board meetings should state when the board went into executive session, summary of what was discussed and decided. You don't need to know how specific members voted or why, only that a majority vote was made.

Executive sessions should be rare, so if you find your board is constantly using them, someone may be trying an end run around open meetings. The homeowners should consider petitioning a special to discuss that conduct- your documents should have instructions on how they should be called. If that becomes necessary, read those sections carefully, so you don't miss any steps. Otherwise you risk having the results overthrown if the issue winds up in court.

If it is not right do not do it; if it is not true do not say it. Marcus Aurelius

TimB4 (Tennessee)
Posts: 21,059

Posted:

If you are in an HOA, Texas Property code Title 11 Section 209, the TEXAS RESIDENTIAL PROPERTY OWNERS PROTECTION ACT applies.

Per section Sec. 209.0051 of that code:

Regular and special board meetings must be open to owners, subject to the right of the board to adjourn a board meeting and reconvene in closed executive session to consider actions involving personnel, pending or threatened litigation, contract negotiations, enforcement actions, confidential communications with the property owners' association's attorney, matters involving the invasion of privacy of individual owners, or matters that are to remain confidential by request of the affected parties and agreement of the board. Following an executive session, any decision made in the executive session must be summarized orally and placed in the minutes, in general terms, without breaching the privacy of individual owners, violating any privilege, or disclosing information that was to remain confidential at the request of the affected parties. The oral summary must include a general explanation of expenditures approved in executive session.

There are other sections of TX law that also applies to HOAs.
See: Property Owners' Associations from the TX law library

DeanJ
Posts: 1,786

Posted:

Quote:

Posted By JosephS27 on 09/05/2024 9:08 PM
1 - is there any case law, or AG position papers, or further explanation regarding what'd constitute a valid "general description" of the topics to be discussed by the BofDs during an Executive Session? Would a one word note like "Amendment 10" satisfy the general description requirement?

2 - I recall reading that any votes taken in an executive session had to be recorded in the meeting minutes, specifically listing which BofDs members voted for and who voted against - but I can't find that section now - anyone ??

Thanks !!

Executive session minutes are confidential, just like the meeting.

KerryL1 (California)
Posts: 14,550

Posted:

The only reason that a Board would name who voted for what on each agenda item woould be if the Board itself required it And that would be in the Board's meeting minutes.

TerriS6 (California)
Posts: 3,284

Posted:

California Board meetings on Zoom are required to have roll call votes.

TerriS6 (California)
Posts: 3,284

Posted:

In California, executive session minutes are to be summarized in the subsequent open board meeting minutes. Executive session minutes can be subpoenaed in a civil lawsuit.

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