Open Meeting
Hi Dennis,
I am confused and so is our board on whether they can hold a meeting by unanimious consent under A.R.S. §10-3821 or whethr the open meeting A.R.S. 33-1804 applies. Both the nonprofit and planned community statutes apply, does one overrule the other? Most law firms make it sound like both apply but contradict. Thanks
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Daniel,
For these communities, the specific statutes of the Planned Community Act or the Condominium Act always override any provision in the general statutes of the Non-Profit Corporation Act. There are no open meeting laws for corporations, so any provision in the NPC must be specifically authorized in the statutes for these communities to be relevant. While the communities may be incorporated, they are not corporations in any true sense of the word. They are pseudo governments and incorporated for convenience and tax purposes only.
Always remember, attorneys tell boards anything they want to hear or that makes it easier for them to violate the actual law that applies to them.
The only time the board can conduct any business outside of an open meeting is in an emergency when the action cannot wait the 48-hour period for meeting notice. No action can be taken in closed session as well only consideration of the 5 topics.
Dennis
Dennis, how does an association practically in day-to-day operations follow the open meeting law while handling “incidentals“? For instance, say an irrigation sprinkler pop-up is missing and a geyser of water is shooting out of the ground every time the sprinklers turn on. Or someone discovers a wasps nest in the eaves of a common building and they want to eradicate that so that people can swim outside and enjoy the pool or in peace? Usually a property management company is authorized to act up to a certain amount on behalf of the board for “incidentals “…are all of those considered emergency actions that have to be chronicled.? May the association board never just handle something as it pops up between meetings?
PJ,
This is not rocket science. The association board is always free to allow any management company or individual board members to expend funds to address common property maintenance needs within limits established by the board without separate board approval. The association board has never been required to authorize as a body every single expense of the association. If the board meets monthly, they can then review all expenditures for the past month at those meeting and if inappropriate then act to correct any errors identified. If a board actually uses common sense and the slightest amount of forward thinking, there is no need to violate the open meeting laws at any time. The open meeting laws were never devised to make it hard for board to conduct the business of the community, but rather to ensure that the business of the association is conducted with complete transparency.
Dennis