Email for board decisions...ok, right?

David,

IMO, your assumption is wrong. The CA Davis-Stirling Act says:

"Civil Code §1363.05. Open Meeting Act.

(a) This section shall be known and may be cited as the Common Interest Development Open Meeting Act.

(b) Any member of the association may attend meetings of the board of directors of the association, except when the board adjourns to executive session to consider litigation, matters relating to the formation of contracts with third parties, member discipline, personnel matters, or to meet with a member, upon the member's request, regarding the member's payment of assessments, as specified in Section 1367 or 1367.1. The board of directors of the association shall meet in executive session, if requested by a member who may be subject to a fine, penalty, or other form of discipline, and the member shall be entitled to attend the executive session."

AZ also has an open meeting law which states all meetings of the assn are to be open to the members and must be noticed. The Davis-Stirling Act is not as inclusive but the intent of both State laws is to require that meetings be open to members. The definition of a meeting is: when a quorum of the board get together to discuss assn business. In AZ it also means that it doesn't matter whether any actions or votes are taken. And, although email communications are not specifically addressed in the statute, the fact that the law says "may attend meetings" and knowing what "meeting" means, then email communications would considered a meeting.

Bottom line: If your BOD is making decisions via email communications, IMO they are in violation of CA State law.

Regarding HOAs that only meet once a year; perhaps they need to meet more often. If the law says they cannot made business decisons by email communication then they will have to start meeting quarterly or monthly.

One reason for having an open meeting law is to promote transparency in board actions. Also, it is felt that homeowners have a vested interest in the HOA, therefore should have the right to attend all meetings of the board, thus having the opportunity to observe the board in action.

What about executive sessions? These are not open - so wouldn't/couldn't the email discussions/'meetings' be considered executive and, if so, what's the difference if we get together or not? And, if we had to meet (or wait for a monthly, which we do every other month) to get anything done, nothing would get done! For example, a vendor hit/damaged our front gate a few weeks ago. We got 3 bids, decided and fixed the gate all via email. I know that we will ratify this decision at the next meeting, but I see no reason to have waited for the next meeting, or called an 'executive session' (especially since, with the bids, this 'conversation/decision' took place over a few weeks) for this. It makes no sense.

Another example is that there was a problem with a security camera - we can't wait to get this fixed, so we discuss online and get it done. I mean, we do have a property manager, but if what you say is true, then we have to meet before we communicate anything to them.

I need to look into CA HOA law a bit more...but, again, I just can't imagine that every decision requires an open board meeting or an executive session. If that's the case, either I quit (since we'd have to have meetings all the time) or things just won't get done!

David

David,

Most assn's have monthly meetings at which time they take care of the routine business of the assn. In states that have an open meetin law, there are usually designated items that can be discussed in an executive session and that will be outlined in the state law. If you take a look at the CA Davis-Stirling open meeting statute which I posted earlier, you note what those actions are. A board usually has the right to call an emergency meeting to take care of any business that may arise in between regularly scheduled meetings and cannot wait for the next meeting to take care of. Of course, an emergency can crop up at any time, but emergency meetings are not to be used to get out of having regularly scheduled meetings. Only a disorganized board cannot take care of business during regularly scheduled meetings.

There is no law that says the board must meet before communicating anything to the PM. There can be certain things the PM has the authority to take care of without receiving a direct order from the BOD. For example, our PM is also a member of the architectural committee and has the authority to approve certain requests w/o first meeting with the committee. These are routine requests such as repainting using an approved paint color. Our PM also has the authority to approve routine maintenance projects.

With regard to executive sessions, even though they are not open to the members, they still must be noticed to the members, at least that is the requirement of the AZ open meeting law. Not sure about CA's open meeting law. Emergency meetings of course are not required to be noticed and I suppose could be conducted by means of email communicaton. However, the email should state this is an emergency situation and copies of the email communications should be made a part of the official record. This leaves a paper trail of the action taken and also provides proof that the action taken was an emergency and not subjected to the open meeting law requirements.

My HOA has 1,702 homes, 13 lakes (which require a lot of attention) and 10 playgrounds, acres and acres of common areas and our BOD has no problem with conducting business through monthly board meetings. They definitely are not stifled by the requirements of the AZ HOA Open Meeting Law. During the past 14 months that I have been an advisory committee member there has not been one emergency meeting. The BOD meets 10 months out of the year, recessing in June and Dec. We have an executive session each month immediately following the regular meeting. All it takes is a little organization!