annual members meeting

Started by BarbaraD6 • 6 replies • 1502 views

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BarbaraD6 (Florida)
Posts: 347

Posted:

We have the annual members meeting tomorrow. We will be voting in a new board. It looks like their won't be a quorum of board members. The members will have a quorum. The discussion is:
view #1_ the board runs the meeting until the vote,so they would need a quorum
view #2- the manager runs the meeting until the vote,so we only need a quorum of members
Will we be able to have the annual meeting?
Barbara

PeterB1 (Florida)
Posts: 257

Posted:

And your Bylaws say????

Ours say that a majority of Directors is necessary at ANY meeting to constitute a quorum to transact business. In our HOA, no quorum - no meeting.

EverettC (Maryland)
Posts: 90

Posted:

While it is unusual that a quorum of board members wouldn't be present at the annual meeting, the annual meeting is a meeting of members so a quorum of members is necessary. A quorum of board members is not required unless the by-laws require it.

Typically the President (or in his/her absence, the VP) will chair the annual meeting, not the manager, although as a practical matter many i not most of the reports will come from the manager. If neither is present at the annual meeting, the bylaws probably provide a pecking order - secretary -treasurer, etc. - as to who presides over meetings in the absence of the President. If not, the members can elect a chair of the meeting.

If the annual meeting transforms into a board meeting (for example, the election of officers for the coming year), a majority of the newly elected board would be needed for that meeting.

AnnJ2 (Colorado)
Posts: 120

Posted:

The manager should never run the meeting. but as a manager I have in extreme circumstances gotten the meeting started, explained the election process, announced the nominees opened the floor to additional nominations, handed out ballots and as always functioned as overseer for the two members volunteering to count the vote. then announced the new board members and quitely sat back down unitl needed again.

this is always in only extreme cases when there is no board member present for whatever reason. I do not feel that the membership should be penalized by the absence of 3 or 5 or 7 people who could not take their role as board members seriously and as a consequence effectively dissed the membership by not even showing up. then again I make real sure that the board have no conflicting schedules for the date of the meeting.

Generally if I as manager have to run the meeting then there is a much much bigger problem than that.

DonnaS (Tennessee)
Posts: 5,671

Posted:

Barbara,

My Florida association always had the Board run all meetings EXCEPT the annual meeting which had elections on the agenda. That was the only meeting where the property manager and the owner of the M.C ran that meeting. Therefore, only a quorum of the membership was required to be in attendance in person or by proxy. If you obtain your Quorum of members, then you can have a meeting.

DonnaS (Tennessee)
Posts: 5,671

Posted:

Barbara,

To add to Peters comments, unless your governing documents state otherwise, your Articles of Inc will be the governing document on who has to be present for the annual meeting. Our Articles are written off of Statutes 617 and that will allow the annual meeting to not be Board quorumed but membership to have the quorum.

MaryA1 (Arizona)
Posts: 7,043

Posted:

Barbara,

You should check your bylaws for the quorum requirements for the annual meeting. Traditionally speaking, even though the board may run the annual meeting, the quorum for the meeting is based upon the number of members present in person or by proxy. A quorum of the board is only required for a board meeting. Board meetings and annual membership meetings are two different types of meetings each with their own requirements. The manager should not run the annual membership meeting, regardless of how many board members are present. Only one board member need be present and that would be the one who will chair the meeting. If no board members are present, I suppose the members could vote to elect a chair for the meeting. IMO, that would depend upon what the bylaws say regarding presiding over meetings.

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