Censuring board members

Censuring is a serious action and is a statement that the censuring party has lost faith in the ability of the person being censured to perform their duties to the Association. If the Board of Directors does this to one of its members the membership should be very concerned about the censured person being capable of fulfilling their responsibilities. Where the action takes place is of minor concern. However, since censure is a personell matter this is usually done in Executive session.

Nancy,

Both Charles and Susan have stated the censure should take place in ES, however, I believe CA has an open meeting law. Please review it very carefully to determine if this is an action that can be conducted in ES. In AZ, our open meeting law would prevent this type action from being handled in ES.

Just out of curiosity, exactly what did this board member do that the rest of the board feels he/she should be censored? Is this covered in your bylaws?

Nancy,

Well, as Glen said in another thread, censuring is just a "feel-good" action. IMO, if it is not addressed in your bylaws or state law then the BOD has no authority to undertake such an action. Also just because a fellow board member doesn't agree with another board member is certainly no cause to call for that board member to be censured. But, if the BOD was admadant about undertaking this action it should require a majority vote of the board.

It's really a shame when board members cannot get along.

I am concerned about all of this. Board members don't always agree on issues and that is not out of the norm. Is it easy to censure a fellow Board member if you don't agree with them. It certainly is but is it a wise move? That is the hard part. Is this a unanimous feeling amoung the other BODs? Remember, she was elected by the membership which to me means that unless she is failing to perform her duties, censuring is not called for. She was put on that Board because the maority of the community wanted her there. I feel a sense of personal behavior going on here.

We did something that we called a Admonition.

It was a warning against certain behavior, past and future, not directed at any particular person.

I'm sure that it has no legal value.

But it might be a way to get a point across and get something into the minutes as a half-measure before using censure.

We have admonished for:

* Posting on the message board as if representing the Board without Board approval

* Threatening to fire a contractor without Board approval

Of course, there was an offending Board Member but we didn't want to call him out by name. It was an accident/one-time-only thing. Still, we wanted to make it clear that the action was not allowed and avoid that "you didn't say anything when Bob said that so I figured that it was ok" justification.

"The Secretary reminded all Board Members that all posts representing the Board require Board approval."

That seems needlessly technical to me.

Your definition of "admonishment" doesn't agree with either the dictionary definition or the legal definition. But so be it.

If a Board member posts emails to the general residents and does not declare that such posts represent their personal views, then I feel that he/she is insinuating that these posts represent the views of Board members. Not necessarily all, but some of them. I believe when a Board member does post such views to the general residents that Board member has an obligation to state that such views are his/hers and do not represent the views of other Board members. I also feel that in such instances censorship by a vote of a majority of the Board members is appropriate.

Here's some info from the web. NOTE that ES for a disciplinary issue is DISISSION only in a private place, but if the person is to be officially scensured, it need to be done in a public hearing, probably under the presidents report.

"When a matter of a sensitive nature arises, the board may move into executive session during a regular board meeting. To do this, a member must make a motion to move into executive session. Another member must second the motion. The board should be given the opportunity to debate the motion and then the vote is taken. It needs a majority vote to pass. If the vote signals a move to executive session, all attendees except for executive committee members will be asked to leave the meeting space.

"It’s worth repeating that no action is taken during executive session—only discussion to decide if a vote needs to be taking at the regular session or if information is needed for a vote. It takes another motion, second, and vote to end the executive session and return to the regular meeting.

"The minutes of the executive session should only be approved in the executive session. Since the secretary only records actions and actions don’t occur in executive session, there should be nothing to report. The board meeting minutes would reflect that motions were made to enter and exit executive session and the length of time the executive session was held.

"All discussions that take place during executive session should be held in the strictest of confidence. Violators can be disciplined, removed from office, or sued.
When to Use Executive Session

"Open meetings are not an appropriate forum for discussing matters that people consider personal and private. A host of reasons might trigger sending a board into executive session including:

Employee discipline
Employment contract
Attorney consultation
Key strategic moves like mergers or acquisitions
Succession planning
Senior staff performance
Executive compensation
Future retirement plans for management
Executive performance
Compensation review
Personnel issues
Peer-to-peer board discussions
## ## ##

So --- the discussion is held in private, the vote is taken in public.

As always, some of the best responses are contributed from this site. I would like to offer my thoughts on executive sessions. In California the Davis-Sterling Act lists the subjects that may be reserved for executive session. The Act does not state that these items must be reserved for executive session. Not withstanding the perception that we (the state of California) are a bunch of nuts, the Davis-Sterling Act is meant to encourage rational actions by the Board of Directors of an HOA.

The discussion and/or vote about the censure is done in executive session.

The censure is performed in open session.

Royal
I believe it’s the opposite:
The hearing and/ or discussion is done in ES but the motion is made and voted on in public.

potato / potatoe

Decade old.

Damn decade-old threads. This forum's software bites hard.

I visit more than one website a day where comments are welcome from readers and most if not all of them "lock" threads that haven't had any activity for a number of days/months. You can still read all the messages posted, but not add to them.