Directors voting via email without attending mtg?

Our Board recently held a budget meeting. 3 out of 5 directors attended this meeting. The board president did not want to vote without the other 2 absent directors being part of the process (because the 3 of them are the Declarants). The meeting was adjourned and the president spoke privately on another date with the remaining 2 directors about the proposed budget options. Then, the president requested for all 5 directors to vote on the budget via an email. All 5 directors voted. The budget passed 3-2. The 3 votes in favor of the new budget were cast by the president and the other 2 directors whom he spoke to personally and whom did not attend the meeting.

I have recently learned that directors cannot vote on matters unless they attend the meeting. I have brought this point up to the Property Management company. They say that since we are past the 30 days required notice to increase dues, the votes would have to go out to the membership.

Two questions. 1 - Is voting via email on an issue that was discussed previously at a board meeting legitimate, or do all votes need to be cast at a meeting?

2 - If voting via email is acceptable, and 2 directors never came to the meeting and therefore do not have the right to vote, would the 3 remaining votes that were cast be the only ones counted?

Thanks

Because there was not a unamimous approval with this "vote without a meeting" - it is of concern. The vote should be re-taken at the next live meeting, or call a special meeting if there is a mandatory time line.

PS - are you still under declarant rule? I am surprised there is even a vote to approve the budget.

Carol - Yes, Bingo, the Property Manager was hired by the Declarant. The other board member and I have been unsatisfied with them and moved to replace them, but the Declarants are keeping them on.

What do you mean by ratify the budget? And, how would that work? At this point, since there is not enough time to re-vote and it seems that the proposed budget was not legally passed, doesn't the vote have to get turned over to the membership now? ( the Declarant will still have the majority, but my feeling is that we should do whatever is necessary to comply with HOA law, even if it is inconvenient.)

Thanks

Your bylaws should explain what kind of vote - by what body - approves the budget.

If you are still under declarant, then the Membership would not approve a budget.

I don't even understand why a board vote is needed, if the declarant is still running the show.

Your HOA Membership is NOT in control yet.

Please print what your governing documents say about approving the budget, when its is still under the declarant's ownership and/or majority of board votes.