Executive sessions

Is it legal to invite an ex-board member to take part in a discussion held in Executive Session? The discussion would be about improving communication between Homeowners, property management and the board. The property manager told us that it was illegal. The ex-board member served four years on the board and retired from the Board back in 2009.

Kevin,

To answer your question, yes it is legal. An executive session is just a meeting of the Board that is not open to uninvited guests or members. The Board may invite anyone they choose to an executive session.

To echo Jeanne, this doesn't sound like the type of topic executive sessions are typically used for. Therefore, I suspect there is more to it that either isn't being told to you or shared with us. It might be possible that the previous board members has the corporate knowledge that would be useful in whatever is being discussed.

Bottom line is, irregardless of the reason behind the executive session, the answer to your question is yes.

Kevin,

As the others have stated, this is not a valid reason for executive session. Save that privledge for when it is nescessary to discuss legal and disciplinary matters, issues that the membership should not be involved in until the proper time. Input from the membership on communications is a valuable resource for the Board and you have an obligation to listen to them. Open the meeting up and the former Board member will be there without any problems from others who were not invited to speak or have input.

Kevin,

Since I'm not familiar with the IL State laws on HOA open meetings, I cannot say whether this meeting should even be held in executive session; however, I do know it would be a violation of the AZ HOA open meeting law. As to inviting an ex-board member to the meeting, legality has nothing to do with that. But, it certainly isn't improper. Normally the BOD holds an executive session to discuss confidential matters. Anyone they choose to invite to the executive session may attend. Even state laws which address what topics may be discussed in an executive session do not state they MUST be discussed in an ES -- it's at the BOD's discretion. At least that's the way the AZ OML is written.

Frankly I don't know why the BOD would want to discuss communication issues behind closed doors. Seems to me if any members were present their input would be valuable, considering the BOD is concerned with having better communication with the members.

Actually I believe your concern should lie with the BOD having an executive session to discuss this issue rather than with whom they wish to invite to attend the meeting.

Thanks, That is good to know. Please read my earlier reply. I think our peroperty manager is trying to pull something.

Mary,
If that is the real reason that the property Manager inserting that topic in the agenda for the Executive session. I have my doubts about her motive.

Hi Kevin,

I am also in IL – townhouse style condos, and a master association with single family and condos. I basically agree with the above responses. ES is for legal and other sensitive matters. See your governing docs – they should spell this out (as does the IL Condo Act).

I do not understand why the PM company (Vanguard) wants to have a 2nd PM at a Board meeting ES, especially if this is in regard to a performance issue.

I, too, question Vanguard's motives, based on the info you have provided. We had a performance issues with a PM. The board documented the issues in a letter and sent to the PM Company. The issues were worked out but there was no need for a 2nd PM attend a Board Meeting ES.

Finally, the PM does not schedule ESs. The Board President or another Board member does – per your governing docs. I hope this is not a situation of the “tail wagging the dog”. If so, your Board needs to take control.

And, I hope your HOA is not paying for the 2nd PM to attend a meeting.

Bonnie

PS – could you clarify how the ex-Board member was invited to this ES – who invited this person? And why? Also – I am assuming you are a condo? And you are a Board member?

Mary,
You are right, that is exactly what I am trying to say. Our now ex-president has held the position of president for the past 15 years and has delegated a lot of responsibility to the property manager. The property manager basically acts as an auxiliary president. Next to the ex- president, I have served on the board the second longest. I have been a board member for just over two years and have fought battle after battle trying to reign in the property manager. The now ex-president fought me tooth and nail. Finally, I worked with two other board members to remove the now ex- president. We are a five member board and two out of the other three board members have served on the board about a year. The third board member was newly elected and is serving as president. After the election, there was a huge debate over who would be president and a compromise was worked out. The existing president would step down and become vice president and the newly elect board member would be president. The vice president would show the new president the ropes. The property manager took part in the debate as if she was a board member. The sad thing nothing really has changed, the property manager still runs the show and the new board members are reluctant to fire her.