Board member legal rights
Are HOA board members entitled to request an executive session to ask questions about their legal liability in HOA matters?
As a board member, I was informed that an HOA employee violated homeowners rights by conducting an illegal search of property during an HOA sponsored event, and that an investigation is ongoing. Currently only one homeowner is requesting this investigation and an apology, but as the violation effected multiple attendees, I am concerned that we may shortly have a class-action lawsuit on our hands. The GM and board president refuse to answer my questions about the situation, merely saying it’s an employee matter and it’s being handled.
Do I need a personal attorney to request this information? Or is the attorney providing counsel to the HOA sufficient to protect the board member’s rights? I had hoped to bring change to our HOA, but the rest of the board is content to allow the GM to continue running things as she see fit.
Thanks in advance.
Stonecold
About Post Author
5 Responses
Leave a Reply
You must be logged in to post a comment.
Ann,
The association board of directors act as a body and not a dictatorship of the board president and especially the contracted community manager. The community manager has absolutely no say in the business of the association and is simply a contracted individual to assist the board in the conduct of their duties to the community. An issue, as you discussed, is of vital interest to the entire board, and any number of board members specified in the bylaws can call a special meeting of the board to understand the issue and their liability. For example, typically, most board members can call for a special board meeting even if the president opposes that move. The president cannot refuse that request. Closed sessions are allowed to get legal advice from the association’s attorney. An individual board member cannot get individual legal advice from the association’s attorney unless the board votes to approve that action. No individual board member has the authority to act for the board unless the board has directly authorized that individual to take that action. This includes the board president.
While I am not an attorney, if an association employee conducts an illegal search of private property, the association is directly liable for such action. Individual board members are legally protected unless they individually directed the unlawful activity, especially if they had no prior knowledge of the plan for this act.
Speak to your other board members and demand a special executive meeting to get legal advice and an explanation of the event’s details. You both deserve to know the full facts and details, and you have a duty to not only know the facts but also act to remedy the situation and prevent whatever happened from happening again.
Dennis
Dennis, thank you for your speedy and thoughtful response.
I have submitted my request for an executive session to all board members, and stated that I do not believe the board President has the unilateral power to deny my request. Our Bylaws only mention the President having the power to decide meeting requests from members. If the majority is against me, I have made the painful decision to resign at the next Board Meeting.
Thanks again for your advice.
Ann,
Unfortunately, Arizona law does not have any provisions regulating the calling of board meetings and your Bylaws will dictate that action. Please reconsider your decision to resign. The homeowners elected you to represent them, and when a board president or even the majority of the board lose site of that very basic fact it is difficult for those board members who understand their purpose to stay in the fight. Please don’t give up the fight without you, and any other board members like you, your community has no chance and the dictators will run the association into the ground impacting everyone. I will help you in any way I will help you in any way I can to continue your fight for your community. You can reach me at any time for any help.
Dennis
Hello, Dennis.
Thank you for your kind offer and advice. I decided to continue the fight, and serve the homeowners who voted for me. The rest of the board was against my request for an Executive Session and the internal investigation has been closed with possibly only one or two board members knowing the full truth. I reviewed the bylaws and while it states the board President can deny special meeting requests from members, I believe this does not also apply to seated board members. Vague language is in his favor, so I am alone in this dispute. I’m documenting everything!
Thanks again.
Ann
Ann,
You and every other board member fighting for what is right for their community against power crazed board members or incompetent community managers is never alone. I will always be there to help and advise in any way that I can.
Dennis