Meeting Organization and Procedure
By: Greg Coxey, Attorney
In a homeowner or a condominium association, the decisions are made in meetings. It is important to understand the role that meetings play in the overall administration of an association, as well as what the rights and duties are for the owners and directors at these meetings.
First of all, it is crucial to remember that there is a difference between an owners meeting and a board of directors meeting. Owners meetings typically occur once a year; this is called the "annual meeting." Here, owners vote to elect a board of directors that will run the association for the next term. Owners can make motions and then vote on them, assuming that the owners have been given the right to vote by their governing documents. It's important to note that if the board is allowing owners to vote on items that are exclusively within the board's control, the board may be breaching their fiduciary duty to the association. There are certain occasions when a "special meeting" of the owners is called when it is necessary to do so; however, a special meeting is only necessary if the owners have an issue that they can vote on... Most of the time the Board can allow owners to discuss items at an "open forum," either at the beginning or end of a board meeting.
Board meetings are meetings that are held so the board can conduct business. These meetings can be both regular and special meetings. Board meetings are typically open so that the owners can attend. However, because the decision making body is the board, owners do not have the right to speak at the board meeting; the chair may choose to allow the owners to speak, but it is not an absolute right. In fact, if an owner is unable to refrain from interrupting the board meeting, the board may have the owner removed. Also at these board meetings, the directors make decisions in the best interest of the association, as they are authorized to do by statute and the governing documents.
For both kinds of meetings it is important to review the governing documents and relevant statutes to make sure that both kinds of meetings are conducted in an appropriate manner. Meeting notice requirements must be met and for each meeting, and there must be a "quorum" met in order to conduct business. Minutes must also be taken, which are an important record of the motions and actions taken at each meeting. Following proper meeting procedures will help associations run efficiently and effectively.