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October 14, 2005
Board Members As Friends - Does it Work?
A reader wrote this to me: "Dear Beth:I am a member of the board in a condo building in ... (City name left out). The board is made up of 5 members. 3 of the members are close friends and make their own discussions at times without consulting the other 2 members. Cannot this be considered collusion on their part. They seem to make their own rules. What is the correct way to handle this problem."
Perhaps the board members are unaware of the open meetings laws for HOAs found at Civil Code Section 1363.05, not understanding that the definition of an association [board] "... 'meeting' includes any congregation of a majority of the members of the board at the same time and place to hear, discuss, or deliberate upon any item of business scheduled to be heard by the board, except those matters that may be discussed in executive session." These laws are intended to protect the owners from clandestine board meetings but they also protect the board members left outside the loop. Take a copy of the statute to the next board meeting. It can be pulled from the California State Government Website at www.ca.gov (navigate your way to find the laws of California, Civil Code Section 1363.05).
This does not resolve the issue of board members voting in blocks or as friends but it will (hopefully) keep board members who like to discuss business outside a meeting and/or in secret honest by reserving business discussions for meetings. Violating the law is also a breach of fiducuary duty.
To combat the voting blocks, try getting the board makeup to change by supporting independent or new candidates at elections of the Association. Do be aware however that there are new limitations on HOA spending for elections in SB 61.
Posted by Beth Grimm at October 14, 2005 9:29 PM