Toward Orderly Board Meetings

One of the scourges of the HOA world is disorderly board meetings. Associations large and small struggle with meetings filled with the cacophony of people talking over each other, as normal manners and courtesies are abandoned. Such meetings end in frustration: Directors are discouraged that they cannot deliberate (and tempted to work in closed session), and observers are discouraged from volunteering for board service or even from attending future meetings.

Consider these factors:

Meeting room setup

Board meetings are often set up so that all directors sit facing the audience and not each other. That sends two bad messages at once – that the board is talking to the audience, and is not talking to each other. Adjust tables so that the directors can better talk to each other, in the shape of a “C” with the open end facing the audience.

Inadequate open forum

Directors should not talk during open forum and the audience should not talk during board deliberations The dividing line should be clear. If an issue arises during the meeting on which member input is desired, have a motion to temporarily re-open open forum. Directors should pay close attention to the comments in open forum, so owners perceive that their open forum comments are respected.

Stay on target

Non-urgent matters cannot be discussed unless they were posted on the agenda four days before the meeting. Directors need to be disciplined and focus on the agenda, not all the topics which come to mind. When things stray off topic, Chairs should gently but firmly move debate back to the motion at hand, and all directors should help keep focus on track. Do not begin discussing a new motion until the one at hand is resolved.

Avoiding overly long meetings

Overly long meetings lead to tired directors and rushed decisions, or lead to exhaustion making it harder for the participants to stay on the agenda. Avoid overly ambitious agendas and insist directors read the meeting materials in advance. Avoid repetitive and excessive argumentation, and don’t wait too long to call for the question.

Don’t ignore disruption

Some owners or directors cannot control themselves and continually talk over others, interrupt or otherwise inject themselves in a disruptive way into the meeting. Allow and support your Chair’s reasonable judgment in reining in misbehavior. There are many techniques, from warning the violator, to asking for a vote to censure or even eject the disruptive participant.

Allow disagreement

Build an environment in which disagreement is not viewed as disloyalty. There is nothing wrong with a “nay” vote, if one believes that vote is in the association’s best interests. There is also nothing wrong with a 3 to 2 vote, which is just as binding as a unanimous 5 to 0 vote. When there is pressure to achieve unanimity, tensions can build as dissenters feel the pressure, and the majority feels frustrated because they cannot get consensus. So, debates run too long, or tempers get short… or both.

Meeting rules are essential

All but the smallest associations should have meeting rules, setting forth the board’s meeting procedures but also the standards of conduct which are expected from directors and audience. Consider also a board code of conduct.

CAI

The Community Associations Institute has very helpful education and publications regarding positive association governance. Find your local chapter at www.CAIonline.org.

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®.