Board Members Not Alerting of No Shows to HOA Meetings

Hello all,

I am curious how other HOA's deal with this if at all? One of our most important meetings had to be cancelled because we didnt' have a quarum. We had 3 out of 5 no shows, no calls, no emails alerting the board of absences.

None the less, the agenda was long, had many urgent items on board and now it has to wait until next month. There have been several emergency meeting requests via email with no response from our board members.

What have other board members done in the past. I would assume it's a courtesy to call someone to tell you can't make it... that's what I have always practiced.. but I dont' know, thats just me.

Francesca,

The very moment that you can get them all together, have a meeting, stating the importance of getting items accomplished from the agenda. Also, just be forward and ask if each member wants to continue as an active Board member. If not, just say so and find replacements. I know that my documents read that a BOD must attend 75% of all meetings or will be replaced by an action of the remaining BODs. It is amazing that people want to be on the Board and then become inactive. Could it be issues of the HOA that they do not want to address? Either way, not getting association business done is a liability to all of the members and it should not continue. As for not informing the others--TOTALLY UNACCEPTABLE!!!

Yes, this is definitely frustrating.

But, alas, it's the president's job to handle or not. We'll probably not be privy to whether he has made his frustration known to the MIA directors.

Just another one of those "some people's children. . . " moments.

Francesca,

This is something that should be in your bylaws, not the CCRs.

Well, I would be surprised if any governing documents went to that extreme level of detail that it provided direction regarding how or if or when a board member should RSVP to a meeting.

Michele, I wasn't asking for our cc&r's or bylaws to state rsvp ing etc. I can't seem to find it my post that would indicate that is what I was asking. I was asking if this is an issue with other HOA's and how is it handled. What our docs do not have is gudelines for attendance specifically stating after x amount of meetings missed they are dropped.. etc. Nothing was ever indicated that I was looking for rsvp ing info...

Frances - check your bylaws to see if there is something in them about a "meeting without a meeting".

If something REALLY important has to be done, it can be done by president conducting a phone vote poll, then it gets ratified at the next meeting.

In the meantime, you might want to see how to increase your board membership and lowering the quorum. You cant' have your hands tied like this when board members don't show up.

Robert,

The AZ nonprofit corp statutes allow for an action to be taken w/o a meeting (ARS 10-3821). Although it's not stated in the statute I believe the purpose is to allow the board to take action on an emergency situation when its impossible to attain a quorum for a meeting. The statute reads: "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 corp. records reflecting the action taken." It also states the action is effective when the last director signs the consent and the consent has the same effect as a vote taken at a meeting. BTW, this is also allowed in my CCRs. I don't think this happens very often but I do believe it's a good thing to have. When I was on the BOD of my former assn we had occasion to use this procedure one time. At the time we only had 3 board members and the Pres was unavailable.

Robert,

All I can say is that it isn't a meeting -- it's called an action without a meeting. The open meeting law says all meetings must be open to the members. It also says if a quorum of the board meets whether or not an action is taken it's considered a meeting. However, no meeting takes place using the "action without a meeting" to take an action.

Robert,

You're correct on the intent of the OML. But the action w/o a meeting is not my concept it's state law -- contained in the nonprofit corp act which all HOAs must abide by. Until the Legislators state this statute does not apply to HOAs, an HOA board can use it. I agree it could allow an errant board to coduct business by bypassing a meeting w/o an emergency existing. This will be taken care of if and when my OML bill is passed -- perhaps we'll get it out next session.