Annual Meeting

Did you have a quorum?

If so, did you put it to good use since the builder was not attending?

I know, that was mean. But still. . . .

the PM said we did not have a quorum, however, since there was no voting we could go ahead with the meeting.

She conducted the meeting. We went through the entire agenda. The meeting was a little over 90 minutes. The members were not pleased that the President and the other two Board Members did not attend.

They probably didn't want to face the owners since our development is still under control of the builder,who hasn't finished the development and is in a dispute with the developer and township.

Maureen,

If the members are so upset about the way the builder is running the HOA, why didn't they all show up at the meeting to ensure a quorum? Or, was the builder's presence required to ensure a quorum? How much longer until turnover?

Thank you, Roger. We missed the obvious.
The Annual Meeting STILL needs to be held.

Another question.

Being that this is the Annual Meeting, can any other business be conducted if and when a quorum is met?

Thanks

The President and his relatives have control of the Association since it has not been turned over the the owners. He selected the Management Company. Myself and another board member were at the head table but she ran the meeting.

Glen

In this case, your vote doesn't count unless 161 others vote. In your regular government elections a simple majority (50% plus 1 vote) wins. I was going to run for one of our city council positions. Our district has 75,000 registered voters. In the HOA scenario, 38,250 people would have to vote to even count this as an election. The person who won ran unopposed and received just 5,000 votes.

Richard I found your answer in the latest davis-stirling.com newsletter:

ANNUAL MEETING QUORUM

QUESTION: Do ballots establish quorum for all actions at an annual meeting or only for the election part of the meeting?

ANSWER: Ballots establish quorum for the meeting as a whole. However, new matters cannot be raised and voted on from the floor at the annual meeting. Only incidental matters may be voted on by the membership, such as approving the minutes, closing balloting, adjourning the meeting, etc. Any significant business requires notice to the membership, secret balloting, and a 30-day voting period.

yeah, it is crazy. And what I would do were I on your board, I'd duplicate that action for a meeting to make an amendment to my by-laws lowering the quorum requirement.

We had our annual meeting last night. Our property manager goes over the budget line by line.
The board approved a new item to be added a web site never granting the pm to go forward as they wanted to be activly involved from the ground up and more discussion were needed but we agreed to budget for it(many of our owners had been asking for it) a marketing tool and for other things. Well the pm announced at the meeting that the site was ready to be rolled out and we should be getting infomation on it by weeks end.The shock on the board members faces was observed by almost every resident in the room.I am one of those board members. Rather than shut him down i requested that the chair contact him and we needed to meet and discuss the whole thing because i think he was out of line. What this board has always done is to approve the budject and then at annual meeting go over it with the owners. this seems to be exceptable practice and never been questioned.With this web site the pm's office would be the one in control we never discussed this and he made it seem like we did.Unfortunately our chair has been MIA a many meetings and had not been inquiring about what she missed so was out of the loop when he made this statement.The pm spoke with her this morning and implied that we gave him the go ahead which is not the truth.Any suggestions on how to approach this matter short of finding another company ( this company has been with us for 15 plus yrs.
and we are ? the biggist property they manage.

We discussed the possibility of having a web site the pm had a flier from a company willing to create one what the cost could be, who would be uploading the content(pm staff) and what his fee would be. We at that discussion did not grant permission for him to go ahead. at the next meeting we were going over the budget and he had factored in the fee for a web site. at that time we did not give him permission to go ahead we wanted to talk further among ourselfs to even decide if we wanted to use this company that he presented to us. i knew of community 123 and wanted to get more info on them for the board to look at. yes we had discussion but not enough for him to go ahead with this project never asking us what we thought should be included on what we are paying for and not to mention this would not have even been developed until next year and failing to mention it to the board that he had developed the site and it was to roll out this week. It was easy for him to respond to the chair implying we gave the ok because she has been out of the loop for months.and has not borothered to call any one of us to get the scoop.

I wouuld second and third Mary's comments

Can I get an AMEN!

no contract was signed by the board. I am going to find out if there was one for him it's probably word of mouth. and yes he thinks this is his place.In the pass the board sort of gave him free rein. but the new board has taken a very active role in the decisions and the dicection of this community. for vendors we know require sealed bids we contact vendors and ask questions, changed law firms (his nose was out of joint)we are moving forward in strengh and he i think is having difficulity adjusting.

Does anyone have a copy of a proxy that I can use. If so it can be emailed to [email protected].

Thank You John,Any suggestions for subject for new thread?

Hi Lynn !

Well, we're all deep enough into this thread now, that I'm not sure I'd bother at this point to start a new one. It was just a suggestion for future reference

As for a topic, maybe "PM Acting without Explicit Direction from the Board" or something similar since that seems to be the crux of the issue. The fact that the action here involves a website is really secondary to the core problem.

thank eveyone for your comments this site has a bunch of great people willing to share information.
While talking to one of the other board members and sefing the web i clicked on our condo name and bingo the web site is there and running which we were not aware of nor did the pm announce that at the mtg. last night or today when the chair contacted him. and judging bfrom the pictues they were taken some time ago. and of course the contact page is all about what his company. He gets free advertisement and charges us for a web site that he created designed and will manage.( I DON'T THINK SO.) plus making decisions for our community without consulting us NOT US MUN

Richard the ballots should still count at the reduced quorum meeting, D-S requires a minimum of 30 days for a ballot to be returned but I don't see a maximum only that the second meeting must occur within 45 days.

The biggest problem with this will be that they may have registered the website address. If that address is the name of your organization, you will not have access or ownership of it. Unless you pay them for it and they are even willing to sell it to you.

In which case, if and when you do decide to move forward with a website, you would have to use a different combination of your name for it.

For example, if your development is called Fancy Farms Residents Association, and the website's url is now www.fancyfarms.com, and they registered it, they own it.

If they will not sell it back to you, then when you do your own website, you would have to create a different name, such as:

www.fancy-farms.com (people will invariably drop the hyphen, though, and could end up at the PM's version of your website.)

www.fancyfarmsneighborhood.com (which is a little long for most people)

www.ffra.com (where ffra = Fancy Farms Residents Association, which may be a good option since it's short and easy to remember. Of course, people doing a search on URLs with your org's name on it won't necessarily turn up with that site, but you could add METATAGS that would help in that regard.)

Richard I don't claim to be an expert but here is what I found on quorum adjournments. As to whether it would take a vote to update your By-Laws, when Ohio updated the condo law in 2004 they included language that allowed BOD's to bring the documents into compliance simply by a Board vote and filing of an amendment with the County Clerk; I cannot find similar language in D-S so you would probably need a H/O vote. There is a provision that if a vote fails but at least 50% of the community voted yes then an HOA can go to court and get a judge to sign off on the changes.

Corporations Code §7511. Notice to Members; Waiver

(d) When a members' meeting is adjourned to another time or place, unless the bylaws otherwise require and except as provided in this subdivision, notice need not be given of the adjourned meeting if the time and place thereof (or the means of electronic transmission by and to the corporation or electronic video screen communication, if any, by which members may participate) are announced at the meeting at which the adjournment is taken. No meeting may be adjourned for more than 45 days. At the adjourned meeting the corporation may transact any business which might have been transacted at the original meeting. If after the adjournment a new record date is fixed for notice or voting, a notice of the adjourned meeting shall be given to each member who, on the record date for notice of the meeting, is entitled to vote at the meeting.

(e) The transactions of any meeting of members however called and noticed, and wherever held, are as valid as though had at a meeting duly held after regular call and notice, if a quorum is present either in person or by proxy, and if, either before or after the meeting, each of the persons entitled to vote, not present in person (or, if proxies are allowed, by proxy), provides a waiver of notice or consent to the holding of the meeting or an approval of the minutes thereof in writing. All such waivers, consents and approvals shall be filed with the corporate records or made a part of the minutes of the meeting. Attendance of a person at a meeting shall constitute a waiver of notice of and presence at the meeting, except when the person objects, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened and except that attendance at a meeting is not a waiver of any right to object to the consideration of matters required by this part to be included in the notice but not so included, if the objection is expressly made at the meeting. Neither the business to be transacted at nor the purpose of any regular or special meeting of members need be specified in any written waiver of notice, consent to the holding of the meeting or approval of the minutes thereof, unless otherwise provided in the articles or bylaws, except as provided in subdivision (f).

(f) Any approval of the members required under Section 7222, 7224, 7233, 7812, 8610, or 8719, other than unanimous approval by those entitled to vote, shall be valid only if the general nature of the proposal so approved was stated in the notice of meeting or in any written waiver of notice.

(g) A court may find that notice not given in conformity with this section is still valid, if it was given in a fair and reasonable manner.

Fred

I am a homeowner in Sylmar, CA

Management firm is Property Management Professionals LLC located in Valencia, CA and don't know thier legal counsel.

We have 317 homeowners, so first quorum would be 159 and a second would be 79.

I appreciate you sending me the sample proxy. When I showed up with it on Thursdsay night at the annual meeting, their legal counsel and the PM said the proxy was illegal. I guess we go things different here in California. The proxy was to be used for the second meeting scheduled for December 3rd. Their legal counsel cancelled the meeting and thus the election.