Reader Questions – Our Manager is Controlling Us, and What is “Four Days’” NoticeDec 05, 2022
By Kelly G. Richardson, Esq. CCAL
Hello Mr. Richardson,
I live in a relatively new development. Until a few months ago, the builder had control of the board. We had elections and now have resident board members. We have the same management company that existed before the residents became elected. This management company still wants to control everything - run the meetings, prepare the minutes, plan all the community events, and submit all the financials.
The board members have been told we are not allowed to meet to discuss anything among ourselves. We are unhappy with many things about the current status, but feel powerless to improve the situation. A friend on another board says that they have "study sessions" with no votes taken, but consensus reached on various topics without the management company in attendance. Is this ok? Regards, G.P., Irvine
Dear G.P.: Your management company should be helping and advising, not controlling. The HOA is allowed per Corporations Code Section 7210 to delegate the management of the corporation to a person or company, but that power is still ultimately under the control of the HOA board. Perhaps, the board could take some training from your local Community Associations Institute Chapter to be more confident in directing your management and better serve the HOA community.
As to “study sessions,” no – it doesn’t matter what you call it. If a quorum of the board discusses anything under the board’s authority in person, telephonically, or electronically, it is a “board meeting” under Civil Code 4090; and all the Open Meeting Act requirements of Civil Code Sections 4900-4955 apply to that discussion. These statutes actually protect the board from being “on call” 24 hours a day- outside board meetings, you’re “off the clock.” Stick to discussing HOA business in HOA meetings, and you’ll find the board work less demanding on your time as volunteers.
Kelly, thanks for your informational HOA articles. The 4-day notice period for board meetings is highlighted in a number of places but the legislature did not specify if 4 days equals 96 hours. We are left to assume the requirement is four calendar days. My HOA management firm places notices in the mail after Friday's pickup to provide notice for a meeting scheduled on the following Tuesday, making advance notice nearly useless. Are you able to offer any specifics on when a notice period starts the day count?
Thank you for your contributions to helping average homeowners like me understand the 'rules of the road." J.R., San Diego
Dear J.R.: Civil Code Section 4920 refers to four days advance notice, which under Civil Code Section 10 is calendar days, and so could be less than 96 hours. Announcement of board meetings may be given by “general notice,” which under Civil Code Section 4045 includes postal mail, posting in a “prominent location” in the HOA, or posting on the HOA’s website. Mailing the meeting announcement and agenda is an unnecessary expense and is slower, giving members less time to decide if they wish to attend. So, for both reasons, ask your manager to post the notice in the HOA announcement areas and website. Also, make sure that all members are informed about how meetings and agendas are announced.
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