Board Actions

Started by MegC1 • 9 replies • 196 views

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MegC1 (South Carolina)
Posts: 11

Posted:

What constitutes a Board Action? I have a Board member who believes if the funds are assigned for a line item (like landscaping) they can spend it on removing a tree that fell down without requiring full Board approval.

From SC Nonprofit Law -
SECTION 33-31-821.Action without meeting.

(a) Unless the articles or bylaws provide otherwise, action required or permitted by this chapter to be taken at a board of directors' meeting may be taken without a meeting if the action is taken by all members of the board. The action must be evidenced by one or more written consents describing the action taken, signed by each director, and included in the minutes filed with the corporate records reflecting the action taken.

(b) Action taken under this section is effective when the last director signs the consent, unless the consent specifies a different effective date.

(c) A consent signed under this section has the effect of a meeting vote and may be described as such in any document.

TimB4 (Tennessee)
Posts: 21,061

Posted:

This will depend on how your Board view the issue.

In my last Association, we would vote to allow one individual (a board member) to spent up to $x,xxx to remove trees as needed. This would allow them to deal with issues without the need to obtain additional board approval.

In general, budgets are guidelines and not an absolute.

My suggestion, propose a written policy on HOA expenses. This can place everyone in the same mindset of what is or isn't required.

JohnC46 (South Carolina)
Posts: 14,265

Posted:

Meg
Our budgeting has a line item named Landscaping Misc. which would pay for a fallen tree removal. If the cost exceeds the budgeted amount, it still falls under Landscaping.

KerryL1 (California)
Posts: 14,550

Posted:

Good citation, Meg. which shows your Board vote at a meeting to take action on anything! That is what "Board action" is. I do not think your Board needs additional "policy" on this matter as state statute is very clear.

You can see that the BOARD also can take action outside a meeting per your state. So a Board might want to take emergency action via a noticed meeting or take action without a meeting in the tree case.

There are exceptions. The Board (NOT the prez alone) with its vote at a duly noticed meeting might assign anything to do with landscaping to a particular director, probably with a $$ limit. I'm guessing this would be more common in smaller HOAs with no community mgr.

KerryL1 (California)
Posts: 14,550

Posted:

Oh, I just realized, Meg, that you wrote you "have a board member." I don't quite know what that means.Please clarify.

Another p[ace to PROBABLY see what "board action" is in you HOA is in your Bylaws, which. most libel mirror your State's non-profit corporation code .

MegC1 (South Carolina)
Posts: 11

Posted:

When I say "have a Board member" I am just referring to a fellow Board member. Thanks for the input.

DeanJ
Posts: 1,786

Posted:

Quote:

Posted By MegC1 on 10/26/2024 9:48 AM
What constitutes a Board Action? I have a Board member who believes if the funds are assigned for a line item (like landscaping) they can spend it on removing a tree that fell down without requiring full Board approval.

From SC Nonprofit Law -
SECTION 33-31-821.Action without meeting.

(a) Unless the articles or bylaws provide otherwise, action required or permitted by this chapter to be taken at a board of directors' meeting may be taken without a meeting if the action is taken by all members of the board. The action must be evidenced by one or more written consents describing the action taken, signed by each director, and included in the minutes filed with the corporate records reflecting the action taken.

(b) Action taken under this section is effective when the last director signs the consent, unless the consent specifies a different effective date.

(c) A consent signed under this section has the effect of a meeting vote and may be described as such in any document.

You bring up a good question. Here in the north most HOAs have a budget with a snow removal line item and an agreement from a contractor providing the cost per call out. But, we don’t call a board meeting every time we need a contractor to remove snow. One of the board members awakes early and makes the determination to authorize a snow removal.

For some reason I believe the owners prefer snow removal in a timely manor more than a properly scheduled board meeting.

KerryL1 (California)
Posts: 14,550

Posted:

But the Board authorized this director to do this, right, Dean?

DeanJ
Posts: 1,786

Posted:

Quote:

Posted By KerryL1 on 10/26/2024 7:58 PM
But the Board authorized this director to do this, right, Dean?

Not specifically accord to the minutes, but an approval of a snow removal contract on a call out basis seems to imply someone is making that call.

BillD16 (Texas)
Posts: 973

Posted:

Quote:

For what little it’s worth, I’ve encountered that opinion from one of the PMs I worked with when I was on the Board. It didn’t involve tree removal, but in short: if the Board had voted to approve the budget, and the budget included money for {whatever}, that was equivalent to the Board approving the expense. I’m not going to argue about whether or not it’s correct - just saying, it’s a ‘thing’.

Possibly related: our R&R’s (I think) contain several items about emergency expenses: for various situations, who has the authority to approve how much to deal with it. This came up (for instance) when the pool house restrooms began leaking badly.

Bill

HOA Board ex-President
Austin, Texas USA

“You can’t put too much water in a nuclear reactor”

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