Open Meeting Laws
Our HOA Board recently met for a four-item, old business agenda. Part way into the meeting, a fully orchestrated coup occurred that was premeditated and predetermined prior to the meeting. Multiple new business items were added to the agenda: removal of President, reassigning of all board officer roles, and the removal of a committee member from two committees. Since then, a director was also named chair of a committee, outside of a formal board meeting, and now they’re directing management on upcoming meetings and requesting agenda items. All of these items clearly violate the Open Meeting laws. What can homeowners do?
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Agendas must be provided for any board meeting. Unlike the laws for public bodies, current statutes do not limit (nor do I believe they should limit) Board discussions and actions to only issues identified on the agenda. From what you described, I believe that your board was within its authority to take the actions it took at that meeting. That being said, if the board took actions to appoint someone to be a committee chair outside of that meeting, then that action would have violated the open meeting laws for these communities.
This concept is not a blank check; the board cannot intentionally exclude issues for consideration from a board meeting agenda because they don’t want homeowners to have advance notice of that discussion or action. However, once an agenda is published, the board should be free to include new issues that arise after the agenda was published or are brought up during the meeting. Homeowners have a right to a general idea of what the board will discuss, and that should be respected. However, from a practical standpoint, these boards should not be limited to only considering and acting on issues identified after the agenda is published.
As for what homeowners can do if they believe their board is violating open meeting laws, let me start by saying that these laws are often violated across the state because boards can often get away with it, I will say, daily. We need substantial clarity in our existing laws and accountability measures that clearly establish that compliance with open meeting laws is not optional and is required to meet the transparency needs of these communities. I have such proposed legislation drafted and will work to get it sponsored and passed next session.
If you believe that your association is violating the open meeting laws, you can, as you did here, seek my perspective and, if appropriate, file a petition with the ADRE requesting an ALJ to compel the association to comply with the law.
Dennis
Dennis –
The other part that was not conveyed (conveniently left out) about this special meeting is three board members formally requested it, as specified in our bylaws, in addition to a specific agenda item of “board appointments”, the incumbent president choose to ignore the request and put her specific specific wording to limit it to the Treasurer’s office. Obviously, the individual/President knew the ramifications of their actions, because a prepared written statement was read by her during the discussion as to being blindsided to these actions, the standard process was followed after a 1st & 2nd motion were made to remove the president. As with most bylaws, the President is in control of the agenda, however our Bylaws provide for Special Meetings & items requested by the Secretary and a minimum of two other board members. Plus, the new committee chair was not or has not been appointed until the next board meeting following the bylaws.
Gerald,
The association must always comply with their own bylaws unless superseded by statute. While the board president typically can set the agenda for a meeting any board member can raise any issue at the meeting and if seconded can be acted on by the board. If the president had the authority to deny any motion to remove the president from office no president could ever be removed by the board. The offices of the association are elected by the board members and any officer can be removed from that position at any time by vote of the board. That is the fact and the law. The sitting board president cannot deny the board the opportunity to decide for themselves who any officer is at any time.
If a special meeting of the board is called within the authority of the bylaws then the president has no authority to interfere with the calling and actions of the board in that meeting. This by the way must be an open meeting and not an executive session.
Dennis
Interesting interpretation – well stated!