Question about Meetings

Started by SuzanneM3 • 9 replies • 1857 views

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SuzanneM3 (Florida)
Posts: 5

Posted:

Hello! I'm a new Board Member in a 171 home subdivision in Florida and I'm glad to have found this board.

I apologize if this question has already been answered. Our Board just appointed three new members to fill unexpired terms. Our By-laws define meetings of the Board as whenever a quorum of the Board gathers and conducts association business. Further, the By-laws say that all meetings of the Board shall be open to all members and meetings posted in advance, etc.

I understand the rules and realize that the entire community has a right to get notice and vote at annual, regular and special meetings. But we're interpreting the "all meetings" open rule to even apply to every discussion of the Board! Consequently, they want to do everything via Email when meeting face to face for an hour would make more sense. I'm talking about things like process planning, setting goals, dealing with the management company, etc. As a Board member I'm thinking we don't need to involve the entire community on non-voting issues such as this.

I'd be interested in hearing how other associations have handled this.

Thanks!

DonnaS (Tennessee)
Posts: 5,671

Posted:

Susanne,

Everything depends on what your governing documents say as to what constitutes a quorum of the Board. It might be 3 of the 5 members or whatever it says in the bylaws. Florida Statutes state that whenever a quorum of the Board meets, that is required to be an open meeting and is to be posted 48 hours prior to the meeting--with an agenda posted.

Board members regularly e-mail back and forth with discussions on non voting issues such as you posted. I am not a fan of doing this as the members do have a right to know what the Board is contemplating for goals,process planning and other similar discussions. Unless there is an urgency to discuss problems, meetings should be the forum for discussions.

I do favor doing research prior to meetings and sharing those facts by e-mail but that would be my allowence for private e-mail discussions.

AnnaD2 (Florida)
Posts: 960

Posted:

Hi Suzanne, and welcome!

Most questions on this site have been asked and answered NUMEROUS times as Boards change, new people become involved, etc. Don't ever worry about asking a question that is new to YOU!

Are there no veteran members on your board or are ALL of you new? Because it seems someone there should know the answer to this basic question....if they're at all familiar with Florida State Statutes.

In a simple word: YES! All meetings of a quorum of board members MUST be open to the membership. It's the Florida law.

As a new board member the first thing you need to do is read and understand your association documents. You'll also want to familiarize yourself with the Florida State Statutes that pertain to your association.

It's a HUGE learning process. I wish you much luck!

BarbaraK (Florida)
Posts: 36

Posted:

Hi Suzanne: I belong to a small HOA (136 homes). Any meeting of a quorum (majority) of Board members must be open to all homeowners. We hold "workshop" meetings and put a notice in our monthly newsletter advising homeowners that we meet on Fridays to hold workshop meetings and any homeowner is welcome to attend.
All Board members should be famiiar with their documents and the Florida Statutes (720). If there's a contradiction between the statutes and your documents, the Florida Statutes take precedence.
Good luck to you. Barbara K

AnnaD2 (Florida)
Posts: 960

Posted:

Suzanne I just reread your questions and I noticed that you're under the impression that the general membership is allowed to vote at "regular" meetings. If you're refering to regular board meetings...they do not have that right. Only board members vote on topics/issues at regular board meetings.

A lot of people on this site are not "fans" of board members e-mailing each other. At my association we do it all the time but NEVER to make decisions nor to vote on anything. That is taboo. It's simply a time saver as we all have different schedules and playing phone tag with everyone just isn't realistic. Some examples of "ok" e-mails would be:

From Property Manager: "I received three quotes for xyz project as you requested at the last meeting. Will forward them for your review before discussion at next meeting."

From Board Member Prez: "Has everyone signed the holiday cards for the members? If so I'll pick them up and deliver them to doors on Sunday."

From Board Member V.P.: "I'll go to "Big Box Store" on the way home from work to pick up the supplies for our maintenance man to fix the fence."

From Board Member Treasurer: "I received the monthly financials and am attaching a copy here for your review."

From Board Member Secretary: "Does anyone remember the name of that company that wants to give us a proposal for a new pool pump? We talked about it at the last meeting and I spilled coffee on my notes! I'm writing up the unapproved minutes and need to include that information."

Get my drift? No earth moving decisions or actions....just day to day operations.

BrianB (California)
Posts: 2,820

Posted:

another way to help separate the "meeting of the board" from "board members communicating" is to establish subcommittees... typically, committees can meet without open meeting rules coming into play, and they can thus email and communicate among themselves without breaking rules.

However, you need to make it very clear what the communications can and can't do (as stated above, no real decisionmaking/voting), and let the committees do their communications, and pass information up to the board for review/approval/etc. during the properly noticed board meeting.

the key to this is to have clear lines established.

DonnaS (Tennessee)
Posts: 5,671

Posted:

Brian,

Florida also requires committee meetings to be posted and open to the membership which throws more transparency into the mix.

BrianB (California)
Posts: 2,820

Posted:

dang.., your mileage may vary, batteries not included, some assembly required...

MaryA1 (Arizona)
Posts: 7,043

Posted:

Same with AZ's open meeting law. It reads "ALL meetings of the assn" are open to the members.

DonnaS (Tennessee)
Posts: 5,671

Posted:

This is just one place in the Statutes stating that committee meetings are required to be open to the members. Fl posters, please note--from 720:303, "Board Meetings"

" Notwithstanding any other law, the requirement that board meetings and committee meetings be open to the members is inapplicable to meetings between the board or a committee and the association's attorney, with respect to meetings of the board held for the purpose of discussing personnel matters.

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