Reader Questions - Board Meeting Appointments, Location, and Attendance

Dear Kelly,

Immediately after the election of the board the new board members go into executive session to determine who will be the officers for the following year. This appears to be inappropriate under the Davis-Stirling Act, as it is not a personnel matter and subject to executive session.

Am I correct?

C.K., Fallbrook

Dear C.K.,

You are correct. A very common mistake by boards after an annual meeting is selecting officers in board meetings which are either closed, without member notification, or both. The Open Meeting Act (Civil Code Sections 4900-4955), part of the Davis-Stirling Common Interest Development Act, requires board meetings to be open to members except for matters qualifying for executive session handling. Executive session topics are listed in Civil Code Section 4935, and appointment of officers is not a listed topic. While personnel discussions qualify under that section for closed discussion, officers are not “personnel”. Similarly, Inspectors of Election and vendors are not personnel. Boards should avoid abusing closed session and operate as much as possible in open session to preserve the members’ trust.

Thanks,
Kelly

Dear Mr. Richardson,

We have had a difference of opinion of where regular HOA Board meetings can held. They used to be held in a member’s condo, then they were held in a nearby hotel. Now they are held in a conference room at the management company office which is a bit of a drive so there is little or no attendance by owners (except for the board). The management company and some board officers say that the meetings cannot be held in residents’ condos. Is that true?

Thank you,

C.M., Long Beach

Dear C.M.,

Your association governing documents should specify where the board may hold its meetings. If your governing documents say nothing, then under Corporations Code 7211(a)(5), the board may meet anywhere in the state. Unless your bylaws prohibit it, meetings can be held in a unit. However, let me quickly point out that there is a difference between what is “legal” and what is proper. Meetings should be held in a location which is as conducive to businesslike dialogue and convenient to members as is reasonable. Units may not be conducive if too small for the audience, and restaurants or pool areas can be too noisy. If there is no suitable place in the HOA, and the management office is too far, consider renting a room from a nearby church, club or business.

Best regards,
Kelly

Dear Kelly,

Enjoyed your recent article regarding who can attend board meetings. Question: Is it customary or permissible for a renter to attend board meetings and make commentary, mostly in the Homeowners Forum segment?

I am a previous board member of many years who has recently encountered this in our meetings and found it disruptive at times. 

Thanks for your informative articles,

J.P., Huntington Beach

Dear J.P.,

The Open Meeting Act at Civil Code 4925 provides only for members to attend board meetings and speak in open forum. Do tenants have a right to attend and speak? Only if your governing documents say so.

Some associations allow tenants to attend board meetings and use open forum, and others not. Your association can decide what approach works for your community.

Thank you,
Kelly

Written by Kelly G. Richardson

Kelly G. Richardson Esq., CCAL, is a Fellow of the College of Community Association Lawyers and a Partner of Richardson | Ober | DeNichilo LLP, a California law firm known for community association advice. Submit questions to [email protected]. Past columns at www.hoahomefront.com. All rights reserved®.