Resticting BOD to one per household

Started by RobertG12 • 25 replies • 1693 views

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RobertG12 (Arizona)
Posts: 160

Posted:

I am looking for language that is current being used (in bylaws) that would prevent more than one member of a household from being a BOD member at the same time. I would think it should include spouses, children, parents, partners, co owners... Obviously the household only gets on vote at election of the BOD, but I would like to see how to prevent multiple members being elected. Note, I am looking for specific verbiage.

JohnK3 (Pennsylvania)
Posts: 967

Posted:

Robert,

Interesting Q. I checked our Bylaws and we have no restriction such as the one you requested (and which I think is a good one). But I'll take a shot.

I'll guess your docs state qualifications for being on the BOD, including the necessity of being a Unit owner.

One suggestion I'd offer is at the end of the paragraph, you add language such as:

"Provided, however, that no more than one person living in a Unit, or related to that Unit's owner(s), may serve on, be appointed to, nor be elected to the Board at the same time or during terms which overlap."

Or, make it even more restrictive if you choose.

This would be an Amendment and would require the necessary Membership votes as outlined in your docs to achieve.

MaryA1 (Arizona)
Posts: 7,043

Posted:

Robert,

My bylaws have no such language and I wouldn't be surprised to learn that it's not a common thing to have outlined in most bylaws. I know when I was a board member it was just an "unwritten" rule that we passed on to the membership with the justification being only one vote per household is the rule for voting and it should also apply to board votes, and no one ever complained. I know this is not outlined in any HOA statute.

Unless your bylaws require a member vote to amend (which, IMO, is not the norm), the board could accomplish this very easily.

I think a simple sentence, such as, "Only one member per household may serve on the Board of Directors at a time." would more than adequately cover it. This would be added to the article which outlines the qualifications for directors.

BarbaraP3 (Maryland)
Posts: 90

Posted:

We actually added an amendment to our by-laws back in 2003 that covers this exact scenero....

BY-LAW AMENDMENT
APPROVED BY MAJORITY VOTE
AT THE 2003 ANNUAL MEETING
EFFECTIVE JULY 1, 2003

Article VI, Section 3
A director shall be at least twenty-one (21 years of age and must be a
member of the Association in good standing..

this is the paragraph that was added to the Article:

Regardless of the number of lots owned by persons in the same family,
only one member of a family may serve as a director at one time.
"Family" shall include persons related by blood or marriage,
such as husband, wife, parent, child, grandparent, aunt,
uncle, cousin, daughter-in-law, and son-in-law.
Regardless of tbe number of lots owned by unrelated persons, only one
person may serve as a director at one time.

Hope this helps.
Barb

RobertG12 (Arizona)
Posts: 160

Posted:

Quote:

Posted By BarbaraP3 on 04/24/2009 10:43 AM
We actually added an amendment to our by-laws back in 2003 that covers this exact scenero....

BY-LAW AMENDMENT
APPROVED BY MAJORITY VOTE
AT THE 2003 ANNUAL MEETING
EFFECTIVE JULY 1, 2003

Article VI, Section 3
A director shall be at least twenty-one (21 years of age and must be a
member of the Association in good standing..

this is the paragraph that was added to the Article:

Regardless of the number of lots owned by persons in the same family,
only one member of a family may serve as a director at one time.
"Family" shall include persons related by blood or marriage,
such as husband, wife, parent, child, grandparent, aunt,
uncle, cousin, daughter-in-law, and son-in-law.
Regardless of tbe number of lots owned by unrelated persons, only one
person may serve as a director at one time.

Hope this helps.
Barb

This is what I am looking for. How would you handle partners or friends that don't have the same name but are listed as co-owners on the lot? I am not really sure just where you need to stop, but I think the one lot one vote idea is the right concept, but it needs to be put into the bylaws.

BarbaraP3 (Maryland)
Posts: 90

Posted:

Robert,

Friends or partners are covered under the last sentence of the by-law amendment referring to lots owned by "unrelated persons"

"Regardless of tbe number of lots owned by unrelated persons, only one
person may serve as a director at one time".

It took us several days to come up with the wording that covered everything imaginable. We then had the our attorney take a look at it and we got a go ahead.

What prompted this amendment is that a husband and wife and a father and daughter wanting to run for a bod position the same year. We have parents and children owning different lots, hence the wording "Regardless of the nubmer of lots owned by persons in the same family, only one member of a family may serve, etc....."

Barb

RobertG12 (Arizona)
Posts: 160

Posted:

Barb, I realize you had a legal opinion, but I don't see how you can conclude friends and partners are covered. You made a definition of family by only blood or marriage relationships, neither of which applies to friends or partners.

BarbaraP3 (Maryland)
Posts: 90

Posted:

Geeze, I thought the last sentence would cover friends or partners owning a lot/property. Don't you think that would fall under "unrelated persons" serving on the bod at the same time?

MaryA1 (Arizona)
Posts: 7,043

Posted:

Robert & Barb,

Unless your bylaws allow non-members to be on the board, it doesn't matter whether we're talking about blood-related people or not. The key is "member" and that's all that needs to be addressed. I don't think the provision has to be so wordy, just a simple one liner as I suggested earlier: "Only one member per household may serve on the Board of Directors at a time." Doesn't that say it all? Who cares if they're partners, friends, spouses, siblings, etc? All that matters is that they are members (their name is on the title) living in the same household.

RogerB (Colorado)
Posts: 5,067

Posted:

Barb, I think you did a great job on the well phrased amendment:
Regardless of the number of lots owned by persons in the same family, only one member of a family may serve as a director at one time. "Family" shall include persons related by blood or marriage, such as husband, wife, parent, child, grandparent, aunt, uncle, cousin, daughter-in-law, and son-in-law.

Regardless of tbe number of lots owned by unrelated persons, only one person may serve as a director at one time.

BarbaraP3 (Maryland)
Posts: 90

Posted:

Hi Mary,

You would think that your quote would cover it all......but....

We have adult children of owners/members purchasing their own lot. Then we wind up with Mom and Dad in one house and Son and wife and kiddies two homes away and daugher and husband and kiddies, three doors away.....total of three housholds. If you have a 5 member board, you could in essence have 3 members from the same family running the association...mom or dad AND son AND daughter....all of whom are owners and members of the association.
OR, we have run into seniors (over 60, ahem, ahem...) owning multiple lots and now adding their child/childrens' names to the deeds. Of course we know why, to avoid inheritance taxes.

We have alot of families in our association. We are very very close to the beach in MD.

Hence, the reason for our "wordy" amendment.

Hope you understand what I am saying. Sometimes the meaning(s) are lost in cyberspace.

Barb

BarbaraP3 (Maryland)
Posts: 90

Posted:

Roger,

Thank you for the ackowledgment. I was excited when I read RobertG12 post, because I knew that I finally had something to contribute to the HOA forum.

We actually that this amendment challeneged last year. A woman (sister) has been an owner for over 10 years, her brother retired and he and his wife bought a lot 5 years agao a few doors away from sister. Brother died the year after purchase. The wife (sister-in-law of woman) wanted to run for the BOD last year. The woman(sister)has been on the board and in her second term! I said YIKES what now? Are they related any more? Sister-in-law got a letter from atty stating that since husband was deceased, there was no longer a marriage and hence no relationship!

That was good enough for us!

Barb

MaryA1 (Arizona)
Posts: 7,043

Posted:

Barbara,

There are no "but's", IMO. Every member has a right to run for a board position. Prohibiting more than one member OF THE SAME HOUSEHOLD from serving at the same time is not the same as prohibiting members to serve simply because they're related to another member who owns a different home. Just because they're all in the same family doesn't mean they share the same views, but even if they do, so be it. They all have a right to run for a position on the board because they are members of the assn. IMO, this would be very unfair and really could be construed as being discriminatory.

MaryA1 (Arizona)
Posts: 7,043

Posted:

Roger,

Are you saying you agree it's OK to prohibit more than one family member from holding a board position even though they live in different homes? I just realized this is what Barb's bylaw amendment is saying. When I first read the amendment I took "family" to mean individuals related by blood living in the same household. But, Barb's recent response open my eyes to the fact that that is NOT what is meant. Frankly, as I just stated in my response to her, this may be construed as being discriminatory.

KirkW1 (Texas)
Posts: 1,665

Posted:

Ask and ye shall receive:

Governing Body: Composition. The affairs of the Association shall be governed
by a Board of Directors, each of whom shall have one vote. Except with respect to directors appointed by the Class "B" Member, the directors shall be Members or spouses of such Members; provided, however, no person and his or her spouse may serve on the Board at the same time. In the case of a Member which is not a natural person, the person designated in writing to the Secretary of the Association as the representative of such Member shall be eligible to serve as a director; provided,
no Member may have more than one representative on the Board at a time, except in the case of directors appointed by the Class "B" Member.

This is straight from our current by-laws. It seems to allow a couple to either one serve without worry of whose name is on the deed. (Or which deed to consider.) At the same time it also stops a single family (or company) from taking over.

MaryA1 (Arizona)
Posts: 7,043

Posted:

Kirk,

Except that it does NOT cover significant others who may also be members.

BarbaraP3 (Maryland)
Posts: 90

Posted:

Mary,

Our HOA only came up with this by-law amendment 6 years ago when a current board member recruited a husband and wife (friends) AND his daughter to run for the board. Our five-member board would then be controlled by the current board member. He knew his friends and his daughter would always agree with him leaving the fifth board member as an outsider. We know what that is like from many of the other posts about BOD’s not following the by-laws and CCR’s.

It is a shame when the association has to think outside the box to protect the whole membership from the control of one person. We have as much apathy as many of these posts talk about. Our election is by ballot or absentee ballot. As you can guess, several hundred ballots are cast as absentees. Members just read a bio regarding the candidate, then fill in their ballot and mail back to the secretary. The members will not even know that some of the candidates are related or recruited. We are not a full-time community. We only have about 20 members/families (out of 465 homes) living in the community all year. Many members do not even know the families on their own street.

We welcome these “other” members to serve on the finance, ECC, pool, recreation or boat committees. They can run for the BOD when the other family member’s term expires and they do not run for another term.

Barb

MaryA1 (Arizona)
Posts: 7,043

Posted:

Barb,

Well if no one is complaining. . .

IMO, only an apathetic community would stand for a prohibition such as this! Am I correct in thinking your bylaws can be amended by the BOD w/o a vote of the membership?

BarbaraP3 (Maryland)
Posts: 90

Posted:

Mary,

No, our board does not have the authority to amend the by-laws without membership approval. If you notice in my original post:

BY-LAW AMENDMENT
APPROVED BY MAJORITY VOTE
AT THE 2003 ANNUAL MEETING
EFFECTIVE JULY 1, 2003

This amendment was voted on and approved by the membership at our annual meeting in June of 2003. The by-law amendment and ballot was mailed to the whole membership with the election ballot.

Barb

RobertR1 (South Carolina)
Posts: 5,164

Posted:

To all,
I have read through most of these posts. Maybe at some point it should be clarified, if it has not already, that these posting apply only to HOA's and not condo's.

Seems condo's are simplier. So many units, that many votes........total. Can't be any more, can't be any less. Can one person have more than 1 vote, of course if he owns more than one unit. Can one person own the majority of votes, of course, just like the developer did prior to turn over. Is that a problem? Not it the big picture I suspect. Specifically, I think it may have to be settled by a judge if one single person was damaging the whole, even though that person may have controlling votes. In a condo the common property is owned by the association and has to be treaed as real property, each owner has a share, albeit smaller, or larger, than another.

RobertG12 (Arizona)
Posts: 160

Posted:

Quote:

Posted By RobertR1 on 04/25/2009 12:50 AM
To all,
I have read through most of these posts. Maybe at some point it should be clarified, if it has not already, that these posting apply only to HOA's and not condo's.

Seems condo's are simplier. So many units, that many votes........total. Can't be any more, can't be any less. Can one person have more than 1 vote, of course if he owns more than one unit. Can one person own the majority of votes, of course, just like the developer did prior to turn over. Is that a problem? Not it the big picture I suspect. Specifically, I think it may have to be settled by a judge if one single person was damaging the whole, even though that person may have controlling votes. In a condo the common property is owned by the association and has to be treaed as real property, each owner has a share, albeit smaller, or larger, than another.

Robert, please don't mistake votes at annual meetings versus serving on the board of directors. Big difference. I don't think anyone is denying that every member (=lot owner) has just 1 vote.

RogerB (Colorado)
Posts: 5,067

Posted:

Quote:

Posted By MaryA1 on 04/24/2009 6:37 PM
Roger,

Are you saying you agree it's OK to prohibit more than one family member from holding a board position even though they live in different homes? I just realized this is what Barb's bylaw amendment is saying. When I first read the amendment I took "family" to mean individuals related by blood living in the same household. But, Barb's recent response open my eyes to the fact that that is NOT what is meant. Frankly, as I just stated in my response to her, this may be construed as being discriminatory.

No, I did not mean to infer that Mary. But I do think that Barb gave an excellent response to the poster's request, which was:
"I am looking for language that is current being used (in bylaws) that would prevent more than one member of a household from being a BOD member at the same time. I would think it should include spouses, children, parents, partners, co owners... Obviously the household only gets on vote at election of the BOD, but I would like to see how to prevent multiple members being elected. Note, I am looking for specific verbiage."

MicheleD (Kentucky)
Posts: 4,491

Posted:

Quote:

Posted By RobertG12 on 04/25/2009 7:12 AM

Robert, please don't mistake votes at annual meetings versus serving on the board of directors. Big difference. I don't think anyone is denying that every member (=lot owner) has just 1 vote.

. . . or I don't think anyone is implying that having a board vote gives an owner additional votes during annual meetings or for elections.

RobertR1 (South Carolina)
Posts: 5,164

Posted:

RobertG,
Don't think I mentioned anything about board votes, just that the subject as posted, seemed to be easier to handle in a condo vs HOA. Is it? I suppose it could be depending on the documents.
Michelle, thanks for your comments, you read me correctly. In general, I believe condos are legislated tighter than HOA's. Seems more states have condo statutes than HOA statutes.

MaryA1 (Arizona)
Posts: 7,043

Posted:

Roger,

Gotcha! You were just referring to the response, not the content of the response. Thx for the explanation.

MaryA1 (Arizona)
Posts: 7,043

Posted:

Robert,

You're right; condo statutes seem to be more inclusive than planned community statutes. I know this is the case in AZ. The Planned Community Act has 14 statutes; whereas the condo act has about 50. It may be because, for some time, there were a lot more condos than planned communities and all condos have an HOA but not all planned communities do.

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