Tuesday, January 29, 2008

Resolutions for NGROA Board and Neighbors

Rebecca Z. sent this to me and I thought worth posting here. It was like this was written for Nellie Gail specifically.


A lawyer's neighborly suggestions
An attorney offers some resolutions that homeowner association officers, directors and residents might consider for a happier 2008.
By KELLY G. RICHARDSON
Special to the Register

Along with the customary resolutions to start each year losing weight, exercising more and becoming more organized, consider some resolutions that might help your common interest development association become a more positive community.

We [homeowner association officers and directors]will:

1.Be familiar with our association's governing documents (CC&R's, bylaws and rules).

2.Do all we can to beef up communication to the membership, in the form of more frequent written messages to all members, in the form of newsletters, Web page updates or bulletins.

3.Keep our meetings to a maximum of two hours length, and aim for a meeting length of 90 minutes.

4.Come to meetings prepared, having reviewed the agenda and all other documents provided to us. We will arrive at meetings early, in order to read any last-minute information given to us to consider.

5.Not require votes to be unanimous, nor will we view dissenting votes as negative.

6.Be judicious with the use of closed executive session meetings, and will clearly disclose the general content of the session before and after.

7.Remember at all times that we serve the neighbors in our community who entrusted us with the power to vote on this board and that board service is a privilege, not a right.

8.Be open with information and documents requested by members. We will ask "why not?" give someone information, instead of starting with "why do we have to give it to them?"

9.Look for opportunities to establish committees, to offer opportunities for members to become involved.

10.Avail ourselves of educational opportunities such as those offered by the Community Associations Institute, and will do all we can to be better informed as to operating our association under California law and association best practices.

11.Hire a manager who meets at least the minimum standards to call themselves a certified common interest development manager.

12.Call our legal counsel to resolve problems only as a last resort. We will only send lawyer letters to our members when our own letters have not resolved the issue.

13.Remember that ours is a nonprofit corporation, which is different from a business corporate director or officer. We cannot fire our neighbors. Our corporation is also a community.

14.Be mindful of the fact that many members may be unfamiliar with the governing documents, much less state law, and therefore may need some patience and even education from the board at times.

15.Follow the Golden Rule.

We [homeowner association residents]will:

1.Be familiar with our association's governing documents.

2.Read what the association sends us, whether minutes, newsletters or bulletins.

3.When we come to board meetings, we will have in advance reviewed the agenda, and will have any open forum remarks organized for maximum effectiveness.

4.Remember that there is no "them", only "us," and that the directors are also members who pay assessments and volunteer their time.

5.Help try to find suggested other approaches to the problem, rather than criticize, when we perceive the board to be making a wrong decision.

6.Volunteer to join a committee to help the board, on an area particularly important to us.

7.Never jump to the conclusion that the board is dishonest when we believe the association is spending too much money.

8.Read the association budget.

9.Ask questions and review the available information before criticizing or accusing.

10.Avoid rushing to legal counsel when we disagree with the association, but will first try to talk to a director we know and will exhaust any possible out-of-court approaches.

11.Keep in mind the fact that the "my home, my castle" attitude does not work in common interest developments. (The word "common" is key here.)

12.Participate in all member votes, even if only by mailing in my ballot.

13.Follow the Golden Rule.

Kelly G. Richardson is senior partner of Richardson & Harman PC, a California law firm known for real estate and community association advice. Direct questions to KRichardson@RH4Law.com.

New law requires better planning of board meetings
It changes how most boards prepare for and conduct meetings.

By KELLY G. RICHARDSON
Special to the Register


On Jan. 1, 2008, many new laws became effective, only one of which will affect common interest developments. However, it will forever change how most boards prepare for and conduct board meetings.

Traditionally, association boards had great flexibility in setting agendas, and were not required to have any agenda prior to the meeting. The only requirement was that members be given four days minimum advance notice of any unscheduled (or "special") board meeting. There was no requirement that any agenda be posted, and so long as the proper notification of the fact of the meeting was given, the board could take any action within its power during the meeting.
That changes for common interest developments in 2008.

Civil Code 1363.05, known as the "Open Meeting Act", has a new section "i" added. Under this new section, boards must post their agenda at the same time they post notice of the meeting – at least four days ahead. The difficult part of this new law is not the agenda posting requirement, but rather the consequences of not having an item of business on the agenda. Commencing Jan. 1, 2008, if an item of business is not shown on the agenda in advance, the board cannot even discuss it.

Some exceptions are provided for, but they are quite narrow. Here is the list of what a board can do about non-agenda items:

1. If an emergency (by vote of majority of the board), it can be discussed and voted upon.
2. The board can listen to members speak on topics in Open Forum that are not on the agenda, and can answer questions.
3. The board can provide clarifications, announcements or reports on ongoing activities.
4. The board can refer a matter to the manager for action or to report back to the board at a future meeting.

In the months since the Legislature passed this law, some HOA professionals have suggested the key is a very generic "one size fits all" agenda. If, they reason, the agenda is so broad that it covers every possible issue, then the law is met. This is a bad idea for two major reasons. First, it does not comply with the law. A vague agenda that covers the entire universe is not an agenda, but a sham. Second, remember you are governing a community. What will the neighbors think if your board takes such a tricky tactic?

The Open Meeting Act is all about good HOA governments doing business in the open. This new change to the law gives the membership a much better opportunity to decide if they want to attend a particular board meeting. More specific knowledge of the board's agenda will help build confidence in the board, which will benefit everyone in the association.

Since most board members don't see their agenda for the board meeting until a few minutes before the meeting, it will be a major change to start requiring those agendas to be carefully thought through. The manager and/or chairman will need to start thinking about the agenda about one week prior to the meeting.

Committees will need to get their input prepared one week prior to the meeting. A committee that shows up at the last minute in the board meeting with a non-emergency recommendation will have to wait until it can be placed upon the agenda.

When new items are brought to the board's attention, either by open forum speakers or by a director's request, those matters will need to be added to the next agenda. Care needs to be taken to resist the easy temptation to declare all non-agenda matters to be "emergencies." The statute is very clear that emergency situations exist "if there are circumstances that could not have been reasonably foreseen by the board, that require immediate attention and possible action." As a wise person said somewhere, an emergency is not your failure to plan.

5 comments:

Rebecca said...

James,

Thank you for posting this. I think it is important we work together, not against each other.

Unfortunately, this is not the way it has been. Let's look forward to a new way of operating, with everyone coming together for what is really best for the entire community.

Now, that would be a worthwhile legacy to leave.

Rebecca Z said...

In light of all the emails floating around right now. I would suggest that you fully check out everything you are told, and ask yourself these questions....

Why am I being told this?

What is the agenda behind me getting this information?

Who will benefit most by spreading this information?

And, please question everything,

GO TO THE SOURCE.

There has been quite a bit of damaging rumors and gossip out there. Let's all stick to the facts, and have an open honest discussion.

Thank you for considering this request.

Anonymous said...

I find these suggested resolutions to be refreshing and worth consideration --- particularly the reference to the Golden Rule (which I believe means treat others as you would like to be treated).

And a good place to start is with a little soul-searching about the current ARC process. The December 2007 edition of the Pony Express states that “if unapproved changes have been made, you may be asked to remove work that was done” (Reference: page 5, under IMPORTANT REMINDER). But at the same time, the board has admitted to substantial unauthorized construction at the equestrian center. By application of the Golden Rule, shouldn’t the board consider removing the unapproved work that was done under their watch?

Anonymous said...

What do the emails say? Maybe you could paraphrase the information (to protect the privacy of the authors) so all can get a glimpse of what is going around the neighborhood.

Rebecca said...

Question here...

In the Pony Express it states the business meeting will follow the executive session meeting? At the last board meeting I thought they had mentioned that the executive session would follow the regular meeting to give people a chance to give input about executive session issues. Can you clarify that for me please?