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GloriaL (Georgia)
Posts: 195
Posted:
Our Membership elected only four BOD Members at our last Annual Meeting instead of the five allowed due to no one wanting to go on the ballot. Four names offered, four names elected.

Now, one BOD has hastily resigned, and we are down to three BOD Members, the minimum required. At our next BOD Mtg tomorrow, we will try to appoint one BOD Member to fill the vacant position for the remainder of the term. All terms are for one year and all seats are elected at the same time.

We are only 27 homes and there is apathy amongst the Members for participation.

Here is the question.
How do you elicit people to offer their names to serve on the BOD? We have a website and can send out Announcements asking for people to nominate someone, or themselves, anyone...

Our Docs say that election to the BOD shall be made by a nominating committee (which we have never had) or from the floor at the Annual Meeting (which is how it has always been done). We barely make quorum at our Annual Meeting, and if it wasn't for the Proxy's, we wouldn't make quorum. No one ever attends the BOD Meetings.

If I sound desperate, I guess I am. I am about beaten down. I am weary after many years of serving and really want to get some others to step up.

Your help is greatly appreciated.
Thanks,
Gloria
DonnaS (Tennessee)
Posts: 5,671
Posted:

Gloria,

Having only 27 homes sure gives you a small pool of resources for Board members. The national average for homeowners being involved in their association is less than 10%.. By my math, that gives you 1.5 to 2 bodies to get 5 people involved in being on your Board.

Most associations will have a few caring, involved people and that sounds like who you are. Tireing, isn't it?
There are numerous methods to attract people for getting involved but being responsible for care of the HOA and dealing with sometimes less that pleasant work will diminish those eager to step up.

The HOATALK archives has many threads on trying to get owners involved but there is no sure answer.
GloriaL (Georgia)
Posts: 195
Posted:
Donna,

Thanks for the response. Although I was hoping that someone could come up with some pixie dust potion that I could sprinkle on homes and volunteers would magically appear. That won't happen.

Your national average numbers seem dead-on accurate. We are left with three people who must light a fire under some other Members to step up. I think we will contact anyone who even vaguely expressed an interest in helping in any way and try to corral them to at least step into the BOD position for the remainder of its term.

And, yes, it is tireing. I think I am about done...

Gloria

DonnaS (Tennessee)
Posts: 5,671
Posted:

Gloria,

Personal contact works better than an internet or newsletter plea. Many a day I was out pounding the pavement with petitions, proxies, and surveys. We had 197 members and had to beg people to fill a 5 man committee and a 5 member Board. Once they get involved it becomes easier for others to be recruited but getting the initial bunch going is the hard part. Don't give up yet.
PeterB1 (Florida)
Posts: 257
Posted:
Add to Donna's 'personal begging' - eyeball-to-eyeball.

When face to face with a potential volunteer, fewer people will say no than if you call on the phone.

Sometimes you can even embarrass people into serving. Remind them that they live there too.
GloriaL (Georgia)
Posts: 195
Posted:
Donna & Peter,

Sounds like ringing doorbells again and begging may be the only way to fill this vacancy. Ugh...

Three BOD Members and can you guess who will have to do the face to face contact?

This is getting worse and worse, if that is at all possible.

I have already contacted one neighbor (although I must admit it was electronically), and will ring their doorbell later in the day if I have not as yet heard back from them. Then, to be honest, I am done.

Gloria
TimB4 (Tennessee)
Posts: 21,062
Posted:
Gloria,

Sometimes people won't step up to the plate if there is really no need. The following may be helpful:

1. Show a need - Start by advertising (via a newsletter) that after x years of service, so and so has decided not to run for a seat on the board next year.

2, Explain the job - Use your newsletter to show that it only takes x hours a month to perform the following duties.

3. Guilt Trip (it works sometimes) - Scan your records and then acknowledge past performance in a newsletter where you ask for volunteers. Something like, As election time draws near and members are considering volunteering to help run the Association, we would like to take the time to thank those who have served in the past and perhaps will again: Name - dates of service

4. Pocketbook - Explain the savings you receive by volunteers and how much it would cost if these services were done by a management company.

As a side note, in the process of ringing doorbells in my community (on a completely different matter) I was surprised to learn how many have actually volunteered and refuse to again based solely on the way the membership treated them (i.e. the enemy). This makes it very difficult to get some to serve again. The only way I can think of to minimize this type of issue is to publish accomplishments to the members so when an issue arises that places the Board in a bad light the membership sees the issue vs. the enemy.

Hope this helps,

Tim
SusanW1 (Michigan)
Posts: 5,202
Posted:
How to get board members? I think that it's "by invitation" - at the next meeting, each board member should bring in the name of a person they think would be a good fit on the board. Then a group acutally goes to this person's home or invites them out to coffee to try and schmooz them.

Another issue is that some people think the board has to DO everything, in fact, they need to make sure things get DONE. Big difference. The board must be a good delegator.

Clear and concise goals and job descriptions for the board helps.

Usually, committees "feed" the board. Even a landscaping or social committee can be composed of potential board members. With such a small pool to draw from, this will be a challenge.

JohnO6 (Georgia)
Posts: 424
Posted:
This is an important topic and one that is, all too frequently, a problem in many HOAs. Each of the responses to the original question have been well thought out and helpful - often adaptable to a given situation.

I was our HOA's first President for 2 years after declarant turn-over, and then decided to step aside - partly for selfish reasons, but just as important for what I believed to be the health of the HOA - getting more people involved is, I think, fundamentally good for a community.

When we were having a lack of candidates, I posted the following article to our website, and I subsequently emailed the same verbiage to all the owners as well. Believe it or not, it actually helped and we had (with a little additonal cajoling) 3 new candidates come forward. FYI, here's what I said:

-------------------------------------------------------------------------------------------------------------------

HOA Transitions - A Message from the President

It has been my privilege over the past 2 years to serve on our community's Board of Directors, both of them as President.

Over that period, with the exception of one Board member's resignation and subsequent replacement, the Board has been composed of the same 5 members for the entire period. Last year, when two Board positions came up for election, only the incumbents declared their candidacy and were elected unopposed. Given the early stage of self-government and the not insignificant issues confronting our new community, this consistency of Board personnel was probably a good thing.

This year, however, 3 positions are up for election, and to date there have been no self-nominations received by our election committee.

Perhaps our owners have assumed that the 3 incumbents will, once again, declare their candidacy and be elected?

Perhaps our owners have become "comfortable" with the composition of our current Board?

Well, the real purpose of this communication is to let everyone know that:

- the assumption of continued Board service by the incumbents simply isn't true.
- even if it were true, you really don't want that anyway, because having the same people serve on the Board of

Directors over a long period of time just isn't healthy for our community.
As for the first point, let me assure you that I, for one, will not be running for re-election. And while I can't personally speak for the other two incumbents (Name Omitted & Name Omitted), both have publicly stated that they will not run again either.

Now it's not that we are withdrawing from contributing to the community .. .. it's not that we don't want to help a new Board .. .. I simply think it's much, much better for our owners to be represented by a variety of Board members over time. We've taken our turn, and now it's time for others to step forward and contribute their time, talents and energy as we have done.

Our current election committee has been doing a terrific job of actively seeking candidates to run. Informal communications with them reveals that when owners are approached about running for the Board, the reasons cited for not running have been:

"It's just too much work"
"It takes too much time - time that I don't have"
"I'm too shy" or "I don't have any experience"
In an unabashed effort to get you - yes, you reading this - to run for the Board, I'd like to address each of those issues in turn.

"It's just too much work". Let's be honest here - the first two years of work confronting the Board has been significant. But I can tell you that we're "over the hump" on most of the issues. Resolution of these significant issues is in sight. And, the outgoing Board members have pledged to fully train and transition the new members over the first few months of a new Board. In effect, we'll act as "consultants" to the new Board for as long as necessary.

"It takes too much time - time that I don't have". When this community had it's first opportunity to elect a Board of Dirctors comprised of community owners in January 2007, that Board found it necessary to meet every 2 weeks for a number of months. There was just that much work to do. After a few months, the Board decided it could reduce the frequency of meetings to once a month. Moving forward, as the workload continues to decrease, the next Board may well find it possible to meet every other month .. .. perhaps even quarterly. With the signficant amount of work and decisions that can be made via e-mail, that's certainly possible. As for people who say they "don't have the time", I'm always puzzled by that statement. As though some people actually are allotted more or less time in a day than others? The truth is that we all have exactly the same amount of time (24 hours in a day), so what you're really saying is that there are some things you consider more important than others - therefore "don't have the time" really means "it's not important enough for me to spend time on". And if that's the case, OK, let's just be frank about what you're saying - you have the time, you just choose to spend it doing something else. For the two years I've served as President, I've worked full-time at a director level career, most often encompassing 50+ hours per week at my "real job". Yet I've managed "to have the time" to contribute to this community. I suspect you do too.

"I'm too shy - I don't have any experience". Look folks, this isn't a popularity contest .. .. and it's not rocket science either! You have common sense. You run a household; pay your bills; make many decisions each month for your own benefit. Well, that's exactly what you'll do on the Board of Directors. Yes, the scope is a little bigger, and the number of people affected is greater, but the fundamentals are the same. . And like we said before,the outgoing Board members are here to consult with; to help you. You can do this
If you're like most of the residents in this community, you moved here from a home of greater size and greater responsibility. Your decision was framed with the promise of "kicking back" and letting an HOA "take care of things".

"They" would handle the lawn mowing. "They" would handle the major home maintenance. "They" would take care of things, so you could be free to enjoy life.

Turns out, of course, that "they" is a Board of Directors comprised of owners just like you.

"They" is you.

"You" need to step up and contribute.

So let's end this full circle from where I started:

- I've been privileged to serve our community.
- While I won't be running for the Board this year, I'm certainly willing to help the HOA transition to new leadership and will continue to contribute to the well being of our neighborhood.
- We need an influx of new leadership to continue the efforts of the existing Board of Directors.

Please click HERE to download a copy of the Self-Nomination Form for this year's election.

Thank You!

GloriaL (Georgia)
Posts: 195
Posted:
Quote:
Posted By TimB4 on 11/04/2009 12:22 PM
Gloria,

Sometimes people won't step up to the plate if there is really no need. The following may be helpful:

1. Show a need - Start by advertising (via a newsletter) that after x years of service, so and so has decided not to run for a seat on the board next year.

2, Explain the job - Use your newsletter to show that it only takes x hours a month to perform the following duties.

3. Guilt Trip (it works sometimes) - Scan your records and then acknowledge past performance in a newsletter where you ask for volunteers. Something like, As election time draws near and members are considering volunteering to help run the Association, we would like to take the time to thank those who have served in the past and perhaps will again: Name - dates of service

4. Pocketbook - Explain the savings you receive by volunteers and how much it would cost if these services were done by a management company.

As a side note, in the process of ringing doorbells in my community (on a completely different matter) I was surprised to learn how many have actually volunteered and refuse to again based solely on the way the membership treated them (i.e. the enemy). This makes it very difficult to get some to serve again. The only way I can think of to minimize this type of issue is to publish accomplishments to the members so when an issue arises that places the Board in a bad light the membership sees the issue vs. the enemy.

Hope this helps,

Tim

Tim,

These points are all well taken, and hopefully, we can implement them before our next Annual Meeting. I will take these to the BOD Mtg tomorrow though, and see how we can start to position ourselves for next year.

In the meantime, I have heard back from the neighbor which I contacted and they want more information about the requirements before committing. At least I was not turned down right away. That let's my foot in the door, and being the perpetual optimistic, hopefully I can persuade them to commit for the balance of this term.

I may be getting ahead of myself in thinking that the other two BOD Members are bringing no other names to the table for consideration. Hopefully, I am wrong and there will be a plethora of volunteers to consider. doubtful.

Any more thoughts?
Gloria
MicheleD (Kentucky)
Posts: 4,491
Posted:
Would this be an inappropriate time to reference wine at board meetings again?

Yes?

Okay, I'll try to think of another suggestion. . . .
GloriaL (Georgia)
Posts: 195
Posted:
Quote:
Posted By MicheleD on 11/04/2009 1:48 PM
Would this be an inappropriate time to reference wine at board meetings again?

Yes?

Okay, I'll try to think of another suggestion. . . .

I've read the other posts on wine at BOD Meetings. Perhaps I can quietly fill my own glass and not let on that it isn't Gatorade.

Then my glass can always be half-full instead of half-empty.

I need to resign...

Gloria
AnnaD2 (Florida)
Posts: 960
Posted:
Oh Michelle----you're always SO funny!!!

Gloria it seems you're taking the "apathetic" route like so many others fall into. You don't HAVE to give up....but it IS so tempting. I can feel the "exhaustion" in your posts.

I would LOVE to resign from my position....but if I (we) do, then what happens??? A group of "not interested" people WILL suddenly take an interest and their motives will be totally self-centered---and as a result your association will go to hell. Trust me---I KNOW!

Take it for what it is. Do YOUR job...keep caring...and when people complain tell them that THEY are the problem when they could have been park of the SOLUTION.
AnnaD2 (Florida)
Posts: 960
Posted:
"part" of the solution....NOT "park" of the solution.

Gosh, I really should limit my drinking to board meetings. Kidding!!!
TimB4 (Tennessee)
Posts: 21,062
Posted:
Gloria,

The only thing I could add is to remember something that you already know:

The decision to volunteer is based on what is happening within your personal and professional life. Some are currently volunteering but can't volunteer in the future. Some can volunteer later but not now. Some have volunteered in the past but can't volunteer now - perhaps will again later.

Bottom line, you don't want to discourage volunteering now or in the future by giving a perception of frowning upon those who are not stepping forward, because they might in the future.

Tim
TimB4 (Tennessee)
Posts: 21,062
Posted:
I wish I knew how to edit a post after my fat fingers hit the enter key by mistake.

Quote:
Posted By TimB4 on 11/04/2009 11:31 PM
Gloria,

Bottom line, you don't want to discourage volunteering now or in the future by giving a perception of frowning upon those who are not stepping forward, because they might in the future.

What I intended to say is that if your recruiting of volunteers gives the someone the perception that they are being shunned because personal issues prevent volunteering now, may prevent them from volunteering in the future.

Does your Association have social gatherings? It's a great way to get to know each other and encourage others to "join the group" of volunteers because they are a fun group of people. A simple, we will set up grills and tables, bring your own meat, drinks and a dish to share to a block party and get to know your neighbors.
No cost except for some fuel for the grill, and an opportunity to build relationships.

Tim
SusanW1 (Michigan)
Posts: 5,202
Posted:
I still think being more specific is the key.

Ask "We need a person to head up the social committee and plan 2 events each year. You will get your own committee of four people and have your own budget. Is that something you can do?"

That would appeal to me better than, "Will you volunteer"

MaryA1 (Arizona)
Posts: 7,043
Posted:
Gloria,

With only 27 homes in your assn, why can't a 3-member board take care of everything. My former assn of only 49 homes is down to a 3-member board with a paid bookkeeping service. Frankly, I would much prefer 3 to 4 members so there is no chance of a tie vote.
GloriaL (Georgia)
Posts: 195
Posted:
Quote:
Posted By MaryA1 on 11/05/2009 5:46 AM
Gloria,

With only 27 homes in your assn, why can't a 3-member board take care of everything. My former assn of only 49 homes is down to a 3-member board with a paid bookkeeping service. Frankly, I would much prefer 3 to 4 members so there is no chance of a tie vote.

Absolutely a 3-Member Board can handle our small HOA especially this BOD who have been serving multiple years and have become knowledgeable about the legalities of what we can and cannot do. However, my selfish thought is to bring someone into the fold now so they can wet their feet, become learned, and be on the ballot for our next Annual Meeting...then after four+ years of service, I can step down myself. Our President who has served for 6 years would also like a break.

Also, I truly believe that others in the Community may have new ideas, new direction and goals for our HOA. We are only 7 years old. The past few Boards have established a good solid base. We have initiated a reserve fund; put in new stone columns; a new "no solicting" sign; water spigot; landscaping; lights; battled some major CCR issues; collected all delinquent dues AND have done all of this with no special assessments. I am proud of our accomplishments, but still feel others need to have a chance at the helm.

So the reason to fill the vacant position, and perhaps go back to a 5-Member BOD, is I am looking to the future, and hoping others can learn what is actually in their governing Documents.

Gloria
MaryA1 (Arizona)
Posts: 7,043
Posted:
Gloria,

I understand what you are wanting to do, but it can be done with a 3-member board. When the Pres' term is up he/she should just NOT put his/her name ont he ballot and let all the members know he/she will not be running again under no uncertain terms!. Same goes for you and any other board member who feels they've served long enough. To just keep running for re-election because "no one else wants to" makes it too easy on all the members who, to date, have not wanted to become involved.
EllenS1 (Florida)
Posts: 1,148
Posted:
Gloria,

Can't three do the job since you have so few homeowners? That would be better than four board members where the possibility of a split vote could occur.
EllenS1 (Florida)
Posts: 1,148
Posted:
Anna,

Your post rings a bell. I lived in a small coop (11 units) and we had one owner who spent the winters up north. As soon as she got back came the complaints..."why aren't they doing this" and "why aren't they doing that" and on and on. I got fed up and told her "you are they". She never contributed but at least she stopped complaining.
EllenS1 (Florida)
Posts: 1,148
Posted:
Gloria,

Have you let all owners know how much the past boards have done to keep your community up..I hope so. It is time to let them know your community can only keep up the good work with some new volunteers. Let them know how many years you all have served and are asking for new blood and ideas so your community can be a place to be proud of and their property values kept up.
GloriaL (Georgia)
Posts: 195
Posted:
Quote:
Posted By EllenS1 on 11/07/2009 11:24 AM
Gloria,

Have you let all owners know how much the past boards have done to keep your community up..I hope so. It is time to let them know your community can only keep up the good work with some new volunteers. Let them know how many years you all have served and are asking for new blood and ideas so your community can be a place to be proud of and their property values kept up.

At our BOD Mtg this past Thursday, I got the one Member that I had personally contacted to attend (although ALL BOD Mtgs are advertised and Members are always invited and welcomed to attend...NO ONE ever does). He sat through the business part of the Meeting and when we got to the Agenda item discussing the vacated position, we asked him if he would be willing to fill it until its term expires. He agreed. We unanimously voted him in. Done Deal.

Now, hopefully, we can explore other ways to get more people consenting to be on the ballot at the Annual Meeting.

Our Annual Meeting is usually in April, so we can spend the coming months diligently announcing the positions, begging for volunteers, highlighting the accomplishments of the past BOD and preserving our property values. I expressed my optimism at the BOD Mtg that maybe our newest BOD Member will help to encourage others to step forward. Everyone chuckled, so we will see what happens next.

I guess I am just wanting to end my stint on this BOD and hand over the regins to others. As I am sure you all know from your years of experience, it is a thankless job...but someone has to do it. I just want that someone to be someone else for a few years.

Gloria
MaryA1 (Arizona)
Posts: 7,043
Posted:
Gloria,

As you ". . .spend the coming months diligently announcing the positions, begging for volunteers, highlighting the accomplishments of the past BOD and preserving our property values" you may want to emphatically state that you will NOT be running for re-election. Your friend who's been serving for the past 6 yrs may want to also do the same. No one is indispensable! If no one comes forward then there will be a board of 2 and they can try to make appointments. It's amazing that someone will take an appointment but won't put their name on the slate. I've seen this happen many times.
EllenS1 (Florida)
Posts: 1,148
Posted:
It is also amazing when owners know if there is no board the association will be put into receivership and all owners will pay that huge cost. (at least in Florida)
GloriaL (Georgia)
Posts: 195
Posted:
Quote:
Posted By MaryA1 on 11/08/2009 5:25 AM
Gloria,

As you ". . .spend the coming months diligently announcing the positions, begging for volunteers, highlighting the accomplishments of the past BOD and preserving our property values" you may want to emphatically state that you will NOT be running for re-election. Your friend who's been serving for the past 6 yrs may want to also do the same. No one is indispensable! If no one comes forward then there will be a board of 2 and they can try to make appointments. It's amazing that someone will take an appointment but won't put their name on the slate. I've seen this happen many times.

Brought up trying to foster more participation at the BOD meeting...was not received as well as I had hoped...I am attributing the pessimism to past experience with getting volunteers...but I was not deterred entirely.

We did appoint the vacated BOD position from the HO who I had asked to attend.

In our doc's, we can appoint a vacated position but we cannot appoint a position to which the Membership had not created at the Annual Meeting. If at the Annual Meeting, at least three names are not balloted, we will not meet what our doc's require, and the less than three BOD's cannot appoint a Member to a position which the Membership has not created. (I hope that makes sense.)

Again, being the perpetual optimist, I do not believe we will get to that point.

Gloria

MaryA1 (Arizona)
Posts: 7,043
Posted:
Gloria,

Are you saying that if the assn has always had a 3-member board but now wants to increase to a 5-member board (which is allowed in the bylaws), the BOD cannot appoint the additional 2 board members; they would have to be elected by the membership?
GloriaL (Georgia)
Posts: 195
Posted:
Quote:
Posted By MaryA1 on 11/11/2009 2:53 AM
Gloria,

Are you saying that if the assn has always had a 3-member board but now wants to increase to a 5-member board (which is allowed in the bylaws), the BOD cannot appoint the additional 2 board members; they would have to be elected by the membership?

I hope I can clear this up.
Our By-Laws state as far as number of Directors:"...shall be managed by a Board of not less than three nor more than five directors, the exact number to be as from time to time designated by the members..."

Previous years, we had enough names on the ballot to fill five seats. This year, we had four names balloted, and four were elected by the Membership, thereby creating four seats, not five.

One of the four BOD Members resigned.

Next point is filling vacancies: "In the event of death, resignation, or removal of a director, his successor shall be selected by the remaining members of the Board and shall serve for the unexpired term of his predecessor..."

IMHO, that means the BOD can only fill a seat which was created by the Membership and is now vacant. So we can fill that fourth seat but not the fifth since it was never elected by the Membership.

Does that seem to make sense? At least, that is the determination by our BOD.

Gloria
MaryA1 (Arizona)
Posts: 7,043
Posted:
Gloria,

I don't see where you come to that conclusion. The article you posted says the board may appoint a member to fill a vacated seat, so IMO the BOD can appoint 2 members to fill the 2 vacated seats.
GloriaL (Georgia)
Posts: 195
Posted:
I guess we disagree.

At the Annual Meeting, the Members elected four seats, not five.

Therefore, the BOD is appointing a Member to fill the vacated fourth seat.

There is no fifth seat this year. No fifth seat has been vacated since it wasn't filled this year. It was not voted upon by the entire Membership and doesn't exist.

MaryA1 (Arizona)
Posts: 7,043
Posted:
Gloria,

The 5th seat does exist it's just unfilled. IMO, the BOD has the authority to appoint a member to fill the 5th seat. No when in the article you posted does it say the board cannot fill a seat that the members did not elect a member to fill. If you have a 5-member board the BOD has the authority to fill any unfilled seat to attain 5 members, unless the board voted to reduce the BOD to 4 members. At least that's my interpretation of your bylaws. However if the board has a different interpretation, then so be it! If they are content to operate with only 4 members that's their perogative, although it does allow for tie votes and is not the most acceptable number.
MichaelK11 (Texas)
Posts: 432
Posted:
That points out an interesting technicality. Our Bylaws (and probably many or most) provide for the Board to select a replacement "in the event of death, resignation or removal . . . ." They provide for the Nominating Committee to offer a ballot with enough nominees to fill any vacancies at the election. But there is really no provision for failure to fill vacancies at election.

I suppose this means technically there is no authority to fill such a vacancy. As a practical matter, a Board can simply accept a volunteer who steps up at a later date, as was suggested.
GloriaL (Georgia)
Posts: 195
Posted:
Quote:
Posted By MichaelK11 on 11/14/2009 6:58 AM
That points out an interesting technicality. Our Bylaws (and probably many or most) provide for the Board to select a replacement "in the event of death, resignation or removal . . . ." They provide for the Nominating Committee to offer a ballot with enough nominees to fill any vacancies at the election. But there is really no provision for failure to fill vacancies at election.

I suppose this means technically there is no authority to fill such a vacancy. As a practical matter, a Board can simply accept a volunteer who steps up at a later date, as was suggested.

Michael, our BOD seems to agree with your interpretation of our By-Laws that we have no authority to fill the seat which the entire Membership did not elect.

Our By-Laws state that there must be a minimum of three seats and limits the maximum to five seats. The Membership at the Annual Meeting, be their votes and names on the ballot, chooses the number of seats that will exisit that year. The BOD can then only fill those vacated seats which the Membership has voted to create. Otherwise, IMHO, the few BOD would have more power than the entire Membership...and that doesn't seem right to me.

Obviously, others have different opinions, but that is why I like this forum.

Gloria
MaryA1 (Arizona)
Posts: 7,043
Posted:
Gloria,

Are you saying the 5th position has never been filled? If so, AND if your BOD's interpretation is correct (reinforced by Michael!), they are using this (what I would call) weak excuse to limit the number of board members to 4. Why? Afterall, the bylaws allow for a 5-member board. But, more importantly, why don't they want a 5th board member? With an even number of board members you run the risk of tie votes.
GloriaL (Georgia)
Posts: 195
Posted:
Quote:
Posted By MaryA1 on 11/14/2009 12:52 PM
Gloria,

Are you saying the 5th position has never been filled? If so, AND if your BOD's interpretation is correct (reinforced by Michael!), they are using this (what I would call) weak excuse to limit the number of board members to 4. Why? Afterall, the bylaws allow for a 5-member board. But, more importantly, why don't they want a 5th board member? With an even number of board members you run the risk of tie votes.

Mary, you are correct in that the By-Laws allow for a maximum of 5 board members. It was not that a 5th board member is not wanted by the existing BOD. It was the fact that we could not get anyone to agree to be volunteer for a 5th position this year. We could only garner four names for our ballot. So all four people were voted in. To help you understand our Community, if we didn't have proxy votes, we would not even make quorum. Apathy strikes again...

The Board is not using this any an excuse to limit the number of board members to four. The Membership is limiting itself because no one wants to get involved. We can only vote in names that are nominated.

We have been existing through this entire year with a 4 member board, and have worked diligently to sort through any votes. So far, we have not had any tie votes. That is impressive, if I do say so myself.

Gloria
MichaelK11 (Texas)
Posts: 432
Posted:
If I understood the situation, the question is whether the Board can select a Member to fill a seat that is vacant, because there were insufficient nominees at the election.

According to Gloria, this HOA's Bylaws allow a variable number of Director seats from 3 to 5, rather than specifying a fixed number of seats.

(My HOA's Bylaws specify a fixed number of seats (7); but still do not specifically provide for filling a seat left vacant because of insufficient nominations. In this forum many (perhaps most) mentions of Board size specify a fixed number of seats, but there are also many posters who mention variable Board size, so it looks like both forms are common.)

As a practical matter, I think Boards with either form could presume to select someone to fill a vacant seat (or possible seat), if someone volunteered between elections. Or they could presume not.
GloriaL (Georgia)
Posts: 195
Posted:
Michael, you are right in that our By-Laws allow a variable number of seats. The Membership fills the seats at the Annual Meeting thus establishing how many seats make up the BOD for that year. All terms are for one year and expire at the same time.

Our By-Laws only allow for replacing a vacated seated BOD who dies, resigns, is removed, etc. during their term. It does not give the BOD any authority to fill a seat which the Membership has not voted in.

In previous years, we had enough names to fill the maximum of 5 positions. Not so this year, and that is how we ended up with only 4 positions.

Maybe next year we will have some others step forward. We'll see.

Gloria
GloriaL (Georgia)
Posts: 195
Posted:
Just for clarification, we have only 28 lots, with 25 homes built, so the pool of Membership is small.

Gloria

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