TimB4 (Tennessee)
Posts: 21,062
Posts: 21,062
Posted:
Hello all,
Our CCO (chief complaining officer) sent an email requesting the board "do whatever is legally necessary to bring a bylaw amendment to the membership."
The proposed amendment was "Any NEW items proposed by the Directors, which require any financing, must FIRST be approved by the Homeowners, before any action is taken by the Directors."
Since the email did not have the required number of lots to call a special meeting, the board took the email as a request. We spent a lot of time discussing the issue with facts and figures. The board rejected the request and sent a letter detailing why the board would not bring the proposal to the membership. We included that we would reconsider if they would reword the amendment to address the issues we outlined and pointed out that they could bring the issue to the membership if they followed procedures outlined in the statute to call a special meeting.
The Boards reasoning for denying the request to bring the amendment to the membership was:
1) Requirements that must be met for members to vote under the TN Nonprofit Corporation Act.
(may only vote at a properly noticed meeting where a quorum is present or by unanimous written consent)
2) Cost involved in having a meeting to vote on an expense (we must mail our notices a minimum cost of $114 per meeting)
3) Subjective terminology (define "new")
4) Expense not quantified (must we get membership approval for a $10 expense?)
5) Delays in any board action that requires expenditures (an annoyance in buying a sign, a hazard in having to repair a common element)
6) Current quorum requirements (we have only had a quorum at a general membership meeting once in 20 years)
They must have gotten our reply because tonight, we received an email saying (in part):
It would have been nice if we [the board] invited them [the writer of the proposed amendment] to the meeting. That they think "we [the board - perhaps the members] have lost common sense in running our association." "With all these rules and regulations you are quoting it appears that the Board can do whatever they want, spend whatever they want and the members have no say in the matter."
I'm looking for a simple response we can send OR is no response at all a better response?
Thanks for the assist,
Tim
Our CCO (chief complaining officer) sent an email requesting the board "do whatever is legally necessary to bring a bylaw amendment to the membership."
The proposed amendment was "Any NEW items proposed by the Directors, which require any financing, must FIRST be approved by the Homeowners, before any action is taken by the Directors."
Since the email did not have the required number of lots to call a special meeting, the board took the email as a request. We spent a lot of time discussing the issue with facts and figures. The board rejected the request and sent a letter detailing why the board would not bring the proposal to the membership. We included that we would reconsider if they would reword the amendment to address the issues we outlined and pointed out that they could bring the issue to the membership if they followed procedures outlined in the statute to call a special meeting.
The Boards reasoning for denying the request to bring the amendment to the membership was:
1) Requirements that must be met for members to vote under the TN Nonprofit Corporation Act.
(may only vote at a properly noticed meeting where a quorum is present or by unanimous written consent)
2) Cost involved in having a meeting to vote on an expense (we must mail our notices a minimum cost of $114 per meeting)
3) Subjective terminology (define "new")
4) Expense not quantified (must we get membership approval for a $10 expense?)
5) Delays in any board action that requires expenditures (an annoyance in buying a sign, a hazard in having to repair a common element)
6) Current quorum requirements (we have only had a quorum at a general membership meeting once in 20 years)
They must have gotten our reply because tonight, we received an email saying (in part):
It would have been nice if we [the board] invited them [the writer of the proposed amendment] to the meeting. That they think "we [the board - perhaps the members] have lost common sense in running our association." "With all these rules and regulations you are quoting it appears that the Board can do whatever they want, spend whatever they want and the members have no say in the matter."
I'm looking for a simple response we can send OR is no response at all a better response?
Thanks for the assist,
Tim