HOA, Condominium Association Board Meeting Problems, Attorney Recommendations

As the homeowners associations and condominium associations in Florida contend with the difficulties arising from the recession and the collapse of the housing market, association board meetings have been replete with important items and financial considerations for all of the unit owners. Our lawyers who work with community associations are helping them to conduct and manage their meetings effectively and in accordance with every aspect of Florida law.

As a follow-up to our blog post from earlier this week, additional problem areas for these meetings include disruptions by disgruntled owners. While owners have a right to participate in board meetings, they do not have a right to disrupt or take over a meeting. The participation rules are the first step in controlling disruptive owners at meetings. For the most part, disruptive owners usually have a specific item or issue that is of particular importance to them. Allowing such owners an opportunity to discuss the problem outside of the normal parameters of a board meeting may diffuse many unhappy owners and contribute to streamlining the meeting.

In addition to owner participation on agenda items as required by law, it may be a good idea for management representatives and a minority of board members to conduct an informal “open forum” before the scheduled board meeting to allow owners and residents to address specific issues. This process may serve to facilitate an exchange of information between the owners, management and a minority of board members, provide answers to many questions before the meeting begins, and reduce the amount of time spent in the actual meeting. Prior to proceeding with the suggested open forum, the board should consider setting rules, at a duly noticed meeting of the board at which a quorum has been achieved, as to the time limit for the gathering and how it will be conducted.

Even the most well intentioned boards will veer off course from time to time and begin to discuss tangential items not specifically on the agenda. While well intentioned, unless such discussions are directly related to a posted agenda item, they should be avoided. Any board member or the manager should remind the chairperson about limiting the discussion to agenda items and those matters directly related to agenda items. However, in the event a non-agenda item is discussed and business is taken on it, then it should be included in the next board meeting agenda so that it may be ratified by the board at such time.

As for the schedule and frequency of meetings, all associations are different. Some may require monthly meetings, while others may require quarterly meetings. However, there are also many times when meetings must be held more frequently than monthly, and they may need to be limited to specific issues, such as after a disaster, a major construction project, etc. Unless the association’s governing documents provide otherwise, it should tailor its meeting schedule to meet its needs. If an association has a monthly meeting scheduled, and after discussion between the manager, president, secretary and others there are no real agenda items, then there may be no need for a meeting that month (unless otherwise required by the governing documents). Conversely, if the agenda is so long that a four- or five-hour meeting would be necessary to cover all of the items, it may be beneficial to break up the meeting into two separate meetings.

The chairperson, who is usually a board member, is the individual responsible for keeping the meeting on track and in focus. Typically, any board member may chair a board meeting, provided it is authorized by the governing documents of the association. At some meetings, if permitted by the association’s governing documents, the association manager or attorney may be considered to chair the meeting, depending on the anticipated content. For example, when a major renovation project is being discussed, the manager may be a more suitable person to chair the meeting so as to introduce the vendors/bidders, assist the board in pointing out contract discrepancies from the specifications, etc. Conversely, at annual meetings or special meetings, there may be instances when the board prefers that the association attorney chair the meeting.

By holding meetings only as required, sticking to agenda items and maintaining control of the meeting, boards can remain focused and conduct productive and purposeful meetings. The general recommendations covered here could assist community associations with their board meetings, but the governing documents of a community association may provide for specific meeting requirements that deviate from these recommendations. Accordingly, while it is important to take these tips into consideration in hopes that meetings will take less time, be more productive and operate as a tool to facilitate communications between board members and the owners, the association’s governing documents should always be consulted for the procedural requirements of board meetings and, when in doubt, always seek the advice of the association legal counsel.