Board meetings and HOA meetings

Betty, homeowners should be encouraged to attend Board meeting as well as association meetings. At the association meetings the members should always have the right to speak (within moderation controlled by the chair). At Board meeting I believe the members should also be allowed to speak but this is determined by controlling Documents such as your By-laws and state statutes. In Colorado there is a statute which requires that, within limits, the owner/member shall (must) be provided the opportunity to speak.

BettyS - Below is a sighting of the California Davis Sterling Act. To read in it's entirety do a search for same. See section h below, it addresses some of your concern.

Civil Code §1363.05. Open Meeting Act

(a) This section shall be known and may be cited as the Common Interest Development Open Meeting Act.

(b) Any member of the association may attend meetings of the board of directors of the association, except when the board adjourns to executive session to consider litigation, matters relating to the formation of contracts with third parties, member discipline, personnel matters, or to meet with a member, upon the member's request, regarding the member's payment of assessments, as specified in Section 1367 or 1367.1. The board of directors of the association shall meet in executive session, if requested by a member who may be subject to a fine, penalty, or other form of discipline, and the member shall be entitled to attend the executive session.

(c) Any matter discussed in executive session shall be generally noted in the minutes of the immediately following meeting that is open to the entire membership.

(d) The minutes, minutes proposed for adoption that are marked to indicate draft status, or a summary of the minutes, of any meeting of the board of directors of an association, other than an executive session, shall be available to members within 30 days of the meeting. The minutes, proposed minutes, or summary minutes shall be distributed to any member of the association upon request and upon reimbursement of the association's costs for making that distribution.

(e) Members of the association shall be notified in writing at the time that the pro forma budget required in Section 1365 is distributed, or at the time of any general mailing to the entire membership of the association, of their right to have copies of the minutes of meetings of the board of directors, and how and where those minutes may be obtained.

(f) Unless the time and place of meeting is fixed by the bylaws, or unless the bylaws provide for a longer period of notice, members shall be given notice of the time and place of a meeting as defined in subdivision (j), except for an emergency meeting, at least four days prior to the meeting. Notice shall be given by posting the notice in a prominent place or places within the common area and by mail to any owner who had requested notification of board meetings by mail, at the address requested by the owner. Notice may also be given, by mail or delivery of the notice to each unit in the development or by newsletter or similar means of communication. The notice shall contain the agenda for the meeting.

(g) An emergency meeting of the board may be called by the president of the association, or by any two members of he governing body other than the president, if there are circumstances that could not have been reasonably foreseen which require immediate attention and possible action by the board, and which of necessity make it impracticable to provide notice as required by this section.

(h) The board of directors of the association shall permit any member of the association to speak at any meeting of the association or the board of directors, except for meetings of the board held in executive session. A reasonable time limit for all members of the association to speak to the board of directors or before a meeting of the association shall be established by the board of directors.

We have been running the annual homeowners and Board meetings concurrently. I would have to explain to everyone that when the Board makes some decisions, such as election of officers, the homeowners present who are not on the Board may not vote. If this becomes too awkward we would have to hold separate meetings. What is your experience with the annual homeowners and Board meetings run simultaneously?

Roger,
What are the requirements in Colorado as for open membership meetings? As you know, in Florida, all of our meetings are required to be open to the membership and I have a hard time grasping the concept that Board meetings are closed to your members.

So, Board meetings are for Boards only and Asociation meetings are for all members? What goes on at a Board meeting and what goes on at a membership meeting that the two do not overlap in purpose? I truely am curious as I can presume what happens but I need your expert explanation. Thanks!

Thanks Roger,
So basically both meetings have the same function or do they have different purposes? I'm still not clear as to why there are 2 different names for what I consider the same meeting but have different names. ( I must be inquisitive tonight)

Brian,

I have been a Board member for 3 years and wrote entire ARC manuals and wrote R.&R's for my association. It almost makes me feel a uninformed that we in Florida have limited ourselves to just 1 kind of meeting. We call them all either Board of Directors meetings, which can be Annual, Budget, Special or monthly BOD meetings. All are open to the membership. The only meetings that are not open to the members are those in which the association attorney meets with the BOD, discussing any legal business concerning litigation or pending legal matters.(I guess this would be your #3 type meeting)

We do not have Statutes allowing "Executive" meetings but that scenerio would fall under the closed session with the attorney. So basically the different names for meetings in Colorado still allow the membership to attend. I'm clear on it now. Thanks

Donna,
A Board meeting and an association meeting are not the same. Business of the necessary for the Board to conduct on behalf of the association is conducted during Board meetings. This may include an executive session when privacy is required. At an Annual association meeting we elect new Board members, ratify the annual budget, review the previous years activities and planned activities for the comming year. Special Board meeting can be called when necessary, as can Soecial association meetings. One example of a special association meeting is could be for terminating current Board members and electing new Board members to take their place.

rod, they cannot "close" a meeting unless they are discussing lawsuits, legal matters WITH AN ATTORNEY, or personnel issues that may be protected by EEOC rules, etc...

of course, they can CONTROL the agenda, and may not have to let everyone speak their minds, but they cannot (typically) forbid dues paying owners from attending most board meetings.

Even if they do "discuss" the items i listed above, it's still better form to hold the meeting OPEN, then move to a closed session, than to have an entirely closed meeting.

There are many states that do not have HOA laws. And there are many states that have HOA laws but do not have an open meeting law. In AZ we are fortunate to have an open meeting law. And, if SB1019 passes, it will be all inclusive and up-to-date.

But getting back to the topic at hand, MI may not have an open meeting law, or even any laws governing HOAs. This needs to be checked out. If found to be the truth the docs must be relied upon. If they are silent on the issue, then the members have to live with the consequences.

Mary

Laws differ from state to state. Some states require HOA board meetings to be "open" to all association members; some do not. Some states require that association members be allowed to speak at board meetings; some do not.

However, one thing I believe is true for everyone. Only BOARD members may vote at BOARD meetings; ALL eligible association members may vote at ASSOCIATION meetings (annual, special, whatever).

So, I don't see how it is possible to combine them into a single meeting. Even if they are to be held back-to-back on the same night, they would have to be two separate meetings, or else you'd have difficulty determining who votes for what and when.

In these open meetings, is this opportunity for homeowners to speak, a "discussion" time, between the ho and the board, or is it the ho saying his piece, the chair thanking him, and on to the next ho, thanking him, and on to the nest ho?

And is this an open forum, or before votes are taken on a motion?

CA is similar. It requires that every member be allowed to address the board and a time limit can be set. But the board cannot ask for a representative to speak for a group.

We have a homeowners forum. An agenda is required to be posted and the board cannot discuss anything not on the agenda, but they are allowed to address issues brought up by homeowners in the open forum. But they cannot take action on it unless it is on the agenda. It can be added to the next meeting's agenda. We also have a form for comments to be read at the end of the open meeting.

Jane

JC asked,

"Is this open forum a discussion time between the board and the ho? If the ho asks a question, does it get "discussed", or a "Talk to the management co," or a "Thank you, we'll check that."
Is it a back and forth "conversation? One of our board members insists it is, I say not. Who's right?"

It's a time for the member to ask any question he likes of the board. If the board wants to comment, ask questions, etc, he may. It's whatever the board wants to do.

JC further asked,

And here, after the motion, there is board discussion, ho comments, then vote of boaard, correct?

Yes, that's correct. There is no discussion of what the member had to say.

I'm curious how a brand new board can have enough discussion, input, background, or history to vote to accept all those contracts at one meeting.

Who has done all the research, obtained the bids, submitted the bids to review, selected the winning bid.. . .

I dunno. I would be hesitant to vote on a contract I had only seen for the first time that evening (or day).

Rod,

Michigan's Condo Act does not address meetings and the state's Open Meetings law does not relate to condo's nor HOA's, only state agencies. There is no HOA/POA law. Although it's stupid, your board is probably within its right to not open board meetings. You do have a right to speak at annual or general meetings of the members, and you can always petition to amend the bylaws to require that board meetings be open and members be allowed to speak. Or you can petition to hold a general meeting of the owners to discuss this issue. The requirements for amending the docs or calling a general meeting will be in your documents.

Joe

Brian,

I think what you described as the meeting policy while the board contracted with a prop mgr is a clear example of a board allowing the prop mgr to run the show with no input from them. I cannot fathom never having a meeting just because the mgr did everything. However, now that things have changed and the board is now doing all the work w/o a prop mgr, depending upon the size of the assn and how many issues need attention from month to month, the board may opt to only meet quarterly. But, I would never recommend holding a board meeting in conjunction with a member's meeting. IMO, that would be very confusing for all present. The norm in most assn's is that the board meets monthly or quarterly and the members have an annual meeting to elect board members, perhaps vote on the budget and discuss the actions of the past year.

Just for future reference:

There are a few management companies around the country that use the the Policy Governance® model developed by John Carver, Ph.D (carvergovernance.org). In the Policy Governance® model, the Board sets forth a written Vision Statement, a written Annual Plan and written Policy Statements that define the results they wish to get. They then turn this information over to the management to be carried out. The Board then judges management based on a clearly delineated written set of standards to see if the desired results have been achieved. Under this model boards would only meet once or twice a year to review management's performance.

Obviously, this management model isn't for everybody, but since one size doesn't fit all, there are probably associations out there which would benefit from it.

Joe