SusanB42 (Texas)
Posts: 21
Posts: 21
Posted:
What should happen if no President is elected at the annual Membership meeting?
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no President elected
Started by SusanB42 • 12 replies • 217 views
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TimB4 (Tennessee)
Posts: 21,059
Posts: 21,059
Posted:
Susan,
Does your governing documents have the membership elect Officers as well as Directors?
It's not unheard of, but it is uncommon.
Keep in mind that Directors and Officers are two different positions/jobs in the Association.
It can be confusing, and many think that they are one position because most Associations have one individual filling both positions - Director and President as an example.
Regarding the Directors seat:
Expecting that your association is incorporated, most are but check to be sure, TX Sec. 22.212 VACANCY of the corporate code applies when a directors seat is vacant. Typically, the remaining board members will/should appoint someone to fill the vacancy.
Regarding the officers seat:
Sec. 22.232. ELECTION OR APPOINTMENT OF OFFICERS defers to your governing documents - meaning that the procedure to fill an officer vacancy would have to be followed. However, if your governing documents are silent on how to fill a vacancy (vs. electing) then the statute specifies that the Board would/should appoint someone to fill the vacancy.
Until the vacancy is filled, the Vice-President would assume the responsibilities of the President.
Does your governing documents have the membership elect Officers as well as Directors?
It's not unheard of, but it is uncommon.
Keep in mind that Directors and Officers are two different positions/jobs in the Association.
It can be confusing, and many think that they are one position because most Associations have one individual filling both positions - Director and President as an example.
Regarding the Directors seat:
Expecting that your association is incorporated, most are but check to be sure, TX Sec. 22.212 VACANCY of the corporate code applies when a directors seat is vacant. Typically, the remaining board members will/should appoint someone to fill the vacancy.
Regarding the officers seat:
Sec. 22.232. ELECTION OR APPOINTMENT OF OFFICERS defers to your governing documents - meaning that the procedure to fill an officer vacancy would have to be followed. However, if your governing documents are silent on how to fill a vacancy (vs. electing) then the statute specifies that the Board would/should appoint someone to fill the vacancy.
Until the vacancy is filled, the Vice-President would assume the responsibilities of the President.
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
Boards very typically elect officers. What do your Bylaws say?
If typical, the membership/owners do NOT elect these officers..
Instead. typically, the board elects officers at a board meeting. Any director may nominate themself and the direotors' ballots--just slips of paper-- may be secret if the board prefers. This meeting is called an "Organizationa Meeting" and might be in your Bylaws.
Are you on the Board? Does your HOA have a community matter who can help.
If typical, the membership/owners do NOT elect these officers..
Instead. typically, the board elects officers at a board meeting. Any director may nominate themself and the direotors' ballots--just slips of paper-- may be secret if the board prefers. This meeting is called an "Organizationa Meeting" and might be in your Bylaws.
Are you on the Board? Does your HOA have a community matter who can help.
JackS20 (North Carolina)
Posts: 271
Posts: 271
Posted:
you should contact the board and offer to be president. just remember with great power comes great responsibility.
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
Do you have a community mgr. who might clarify this for you?
To try to be clearer. typically, the Officers are not selected at the meeting of the ownrs /members, because the new Board elects officers.
To try to be clearer. typically, the Officers are not selected at the meeting of the ownrs /members, because the new Board elects officers.
CathyA3 (Ohio)
Posts: 6,299
Posts: 6,299
Posted:
In my community, the newly elected board meets after the annual meeting is adjourned, and the board selects who fills the various officer positions. The homeowners who attended the meeting won't know who the officers are until later when it's announced to the entire community.
I think this is a pretty common scenario.
In other words, you may have a president and just not know it yet.
I think this is a pretty common scenario.
In other words, you may have a president and just not know it yet.
CathyA3 (Ohio)
Posts: 6,299
Posts: 6,299
Posted:
Quote:
Posted By JackS20 on 01/24/2025 6:37 PM
you should contact the board and offer to be president. just remember with great power comes great responsibility.
you should contact the board and offer to be president. just remember with great power comes great responsibility.
Many communities' bylaws require the president to be a director - ie., on the board. It's often the one officer position that can't be filled by a homeowner. (I think this should be a requirement for the secretary as well, since that person may have to fill in for the president.)
TerriS6 (California)
Posts: 3,284
Posts: 3,284
Posted:
Quote:
Posted By JackS20 on 01/24/2025 6:37 PM
you should contact the board and offer to be president. just remember with great power comes great responsibility.
you should contact the board and offer to be president. just remember with great power comes great responsibility.
There is no great power being president. Everything president does is subject to board oversight. Unfortunately, some presidents don't understand this.
CathyA3 (Ohio)
Posts: 6,299
Posts: 6,299
Posted:
It helps to view the officer positions as job descriptions or areas of responsibility. Presidents' main duties are presiding over board meetings and signing contracts.
But the president can't make decisions on his own unless the entire board has authorized this for a particular task. The president can't tell the rest of the board what to do. The president has only one vote, the same as the rest of the directors. The president can be outvoted. The president can also be removed from his officer position by the rest of the board.
Aside from that, the president is often viewed by homeowners as the "voice" of the association. In practice this means that the president often can't stick his nose outside without being stopped by a neighbor who wants something. This can lead to board president burnout. Burnout is an issue for any board member, but the president has it the worst.
And being viewed as the guy in charge often leads to misunderstandings. No matter how many times the president will say "this is my opinion only, the board has to meet and vote on it", the homeowner may interpret the president's comments as "the board says" and may make decisions based on it. On occasion this can lead to disputes. For example, a homeowner mentions their plans to build a deck and the president says "that sounds nice", which the homeowner interprets as association approval - and several months later the homeowner receives a violation notice because the deck does not comply with community standards.
I've learned to be suspicious of folks who really want to be the president. They probably don't understand the limits and obligations of the position and instead want it for the wrong reasons.
But the president can't make decisions on his own unless the entire board has authorized this for a particular task. The president can't tell the rest of the board what to do. The president has only one vote, the same as the rest of the directors. The president can be outvoted. The president can also be removed from his officer position by the rest of the board.
Aside from that, the president is often viewed by homeowners as the "voice" of the association. In practice this means that the president often can't stick his nose outside without being stopped by a neighbor who wants something. This can lead to board president burnout. Burnout is an issue for any board member, but the president has it the worst.
And being viewed as the guy in charge often leads to misunderstandings. No matter how many times the president will say "this is my opinion only, the board has to meet and vote on it", the homeowner may interpret the president's comments as "the board says" and may make decisions based on it. On occasion this can lead to disputes. For example, a homeowner mentions their plans to build a deck and the president says "that sounds nice", which the homeowner interprets as association approval - and several months later the homeowner receives a violation notice because the deck does not comply with community standards.
I've learned to be suspicious of folks who really want to be the president. They probably don't understand the limits and obligations of the position and instead want it for the wrong reasons.
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
In open meeting states, like mine, owners know immediately who the officers are because they may attend the Organizational Meeting when directors choose officers. As with Cathy's HOA, our Board always has that. meeting immediately following the Annual Members Meeting.
Unlike Cathy, we often have difficulty finding someone willing to be president. I never wanted to be as I preferred being secretary. But. I had to one year when all directors refused even though I traveled abroad for 3 months that year. Fortunately, our VP was very knowledgeable and had a background in similar meetings. AND we
Also unlike Cathy's experience, it's unusual for ownrs to try to ask for something from the prez or directors, or to complain. It seems to e an unwritten courtesy to not badger board mer, say, in the elevators or anywhere on the premises. But this also might be b/c we have an onsite community manager.
Unlike Cathy, we often have difficulty finding someone willing to be president. I never wanted to be as I preferred being secretary. But. I had to one year when all directors refused even though I traveled abroad for 3 months that year. Fortunately, our VP was very knowledgeable and had a background in similar meetings. AND we
Also unlike Cathy's experience, it's unusual for ownrs to try to ask for something from the prez or directors, or to complain. It seems to e an unwritten courtesy to not badger board mer, say, in the elevators or anywhere on the premises. But this also might be b/c we have an onsite community manager.
CathyA3 (Ohio)
Posts: 6,299
Posts: 6,299
Posted:
I did end up being president for a few years because nobody else wanted to do it. Neither did I, but somebody had to. Nobody wants to be the treasurer in my community either, and that's right up my alley - so I'm a happy gal right now.
Our current president and most recent ex-prez both were extremely hands on, in part because the previous manager at the time was not great. So they set the stage for being waylaid every time they went outside. I think boards need to set expectations (and of course make sure that there are other effective communication options for owners who need something).
Our current president and most recent ex-prez both were extremely hands on, in part because the previous manager at the time was not great. So they set the stage for being waylaid every time they went outside. I think boards need to set expectations (and of course make sure that there are other effective communication options for owners who need something).
SusanB42 (Texas)
Posts: 21
Posts: 21
Posted:
Thank you all for your responses. I was Secretary/Treasurer for 25 years. Sad to say that no one wants to be President because of the turmoil of the leadership in the last 4 years. I just wondered if there is a Texas HOA law concerning the fact that there is not a President elected at the 2025 annual Membership meeting. I couldn't find anything in all of my research. Thank you
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
To rrepeat, there would NOT be anything in TX HOA or non-profit corporations code about electing HOA president in statutes about Meetings of the Members, (i.e., owners, aka "Membership Meetings," Meetings of the Association; Annual meeting of the Members) because Owners do NOT choose the president.
Only the Board chooses the president and other officers, so it must happen in a meeting of the Board (NOT a meeting of the members)
Only the Board chooses the president and other officers, so it must happen in a meeting of the Board (NOT a meeting of the members)
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