Need help with motions

Started by BarbaraP3 • 10 replies • 1151 views

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BarbaraP3 (Maryland)
Posts: 90

Posted:

Hi all,

I have not been able to find previous threads regarding "when is a motion required". I searched on "motion", came up with 17 pages but could only read the first page and could not forward to page 2, etc.

We have three new board members who feel we need to have motions for everything that the BOD decides....i.e., adding or changing a rule, where the HOA annual meeting will be held, banking institutions, food to serve at the 4th of July picnic, etc. I know that motions are required to accept: minutes, treasures report, signing a contract, calling special meetings, budgets, large purchases, annual assessments, etc.

Does anyone have a "short but sweet description" of when the BOD is required to make a motion to discuss, then vote?

Our by-laws and CCR's state that the "BOD will manage and control the affairs of the association".....designate banking institutions, ...borrow money, enforce and cause the assoc and members to perform and to abide by provisions of the declarations and by-laws, adopt and publish rules and regulations....., employ sufficnet personnel....,authority to engage a managing agent, adopt an operating budget and set annual assessment, hear appeals concerning the ARC committee.

I appreciate your help.

Thanks,
Barb

MaryA1 (Arizona)
Posts: 7,043

Posted:

Barbara,

A motion should be made each time the BOD must vote on an issue. If a matter being discussed does not require a vote, then there is no need for a motion. Anytime a decision is made by the board it should always be done with a vote and recorded in the minutes.

BarbaraP3 (Maryland)
Posts: 90

Posted:

Thanks, Mary.

What I am looking for is what type of matter does not require an official vote...i.e., changing time that the pool or clubhouse will be open, what to serve for 4th of july party, etc.
I know that there are some board posters here that only meet 2-3 times a year. How do these board members handle business in between meetings.

Thanks,
Barb

RobertR1 (South Carolina)
Posts: 5,164

Posted:

Barb,
Your Board is going to have to be convinced they need to streamline their operation.

For instance, a lot of decisions can be made by committees, What to eat at a Bar B Que? Let the committe decide this and the BOD accepts the committee report in total.

Rule changes that are published could be done the same way.....in committee. Appoint a Board member or two to oversee all and any of these housekeeping items and let them give a Committee decision and empower them with this burden.

As far as some sort of list someone makes up that the Board has a right to accept or not, what's the point? The Board can still elect to spin their wheels stuck in the morass of poor leadership.
Follow your documents that call for a vote, any change that requires changing a rule or policy or the way you spend money requires a vote.

I make the point, that the Board knows when they are going to meet, they know or should know what is on the agenda. Any agenda item should be presented to the Board by someone (could be committee member, could be Board member or President). If that person is not prepared to give a concise report and make a reccomendation then they should not be allowed to present. Do your homework and save the Board a lot of time..........be prepared.

If the president is causing all this delay, call for a vote to unseat him and get someone in that knows what they are doing.

Boards do not operate well when bogged down, when using dictatorial actions, when disorganized and when they do nothing. You all need an attitude adjustment more than a list of does and don'ts.

MaryA1 (Arizona)
Posts: 7,043

Posted:

Barbara,

Any matters that pertain to operation of the HOA should be voted on, i.e., spending funds, contracting with a vendor, approving a budget, enacting a rule, etc., etc. The more mundane things such as deciding what to serve at an assn function shouldn't require a board vote. But, when in doubt, vote on it!

If a BOD only meets a few times throughout the year, how they handle business between meetings would depend upon what the gov docs and/or state law says about board meetings. If the state has an open meeting law I would think the BOD would have to hold a meeting in order to make any business decisions, whether a vote is required or not. However, if there is no open meeting law the board may be able to use email, snail mail or telephone communication to transact business.

TracieS (Colorado)
Posts: 460

Posted:

Quote:

Posted By BarbaraP3 on 06/30/2009 4:15 AM
I know that there are some board posters here that only meet 2-3 times a year. How do these board members handle business in between meetings.

I'm one of those...once a year BOD meeting, although I'm urging the BOD to consider meeting every quarter.

To answer your question, how do we handle business between meetings - We DON'T. Sad state of affairs over here.

RobertG12 (Arizona)
Posts: 160

Posted:

I am having trouble with this question. To me, it seems very obvious. Everything that is done must be approved (with a motion) by the board unless specifically stated in one of the documents or law. Everything means everything.

Now, how you implement those approvals is a different issue. One of the most obvious ways is for the board to give authority to someone else (committee, property manager...) to carry out the task. For example, give the property manager authority to fix problems without coming back to the board if the cost is less than $500. The board still has acted to fix problems, it just has let the PM decide when and who should do it. This still would take some type of motion.

TracieS (Colorado)
Posts: 460

Posted:

Quote:

Posted By RobertG12 on 06/30/2009 8:22 AM
One of the most obvious ways is for the board to give authority to someone else (committee, property manager...) to carry out the task. For example, give the property manager authority to fix problems without coming back to the board if the cost is less than $500. The board still has acted to fix problems, it just has let the PM decide when and who should do it. This still would take some type of motion.

This is really more how we do it, but I guess I never thought it was really more like the BOD operating behind the scenes. Trust must exist between the BOD and the PM for this to work. (Works really well for us! I'm the PM and on the BOD! Yes, conflict of interest exists...but, it's also streamlined in many ways...still NOT RECOMMENDED!)

RobertG12 (Arizona)
Posts: 160

Posted:

Quote:

Posted By TracieS on 06/30/2009 8:25 AM

I don't want this to sound offensive, but WHOA!!!

If our board had a PM that was a board member, I am sure it would immediately ask the person to choose one role or the other. This is just a disaster waiting to happen.

I would hope the PM would be giving answers for this to the board as part of their advice, not asking for it.

just my opinion.

TracieS (Colorado)
Posts: 460

Posted:

Oh, no worries, I'm not offended at all. I know I'm in a horrific position. Unfortunately, it is what it is. The BOD (with me abstaining) discussed the issue, and like I said, it is what it is. **shrug**

I do the best I can with what I have to work with.

BarbaraP3 (Maryland)
Posts: 90

Posted:

Thanks for all you input. We currently have a board mtg every other month and then a work session in between. The three new members feel we should have a board meeting every month so that we can get more done quickly. I want to keep the work sessions because it gives us a chance to discuss and brain storm without making any motions to discuss. Then we have some time until the next meeting to tweak and research what was discussed before motioning and voting.

Again, thanks for all of your suggestions.

Barb

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