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Subject: Annual Meeting procedure
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GenoS
(Florida)

Posts:3040


01/20/2019 8:50 PM  
Our bylaws call for the president to chair the Annual Meeting. We have a property manager this year for the first time in decades and our CAM has expressed an interest in chairing the meeting. Not necessarily a bad idea, but how can the members (homeowners) make that happen procedurally? It's not a board meeting so the board can't dictate what happens. Robert's Rules say a "Motion to Suspend the Rules" isn't appropriate to get around something in the bylaws that's not convenient.

What would be the proper way to make that happen at the meeting? In actuality I expect some board members to make the call and present it as a fait accompli to the membership who will blindly accept it. That would leave a bad taste in my mouth because technically it's against our bylaws and even if everyone is in favor of it, it's not within the board's power to make that decision.
SueW6
(Michigan)

Posts:501


01/20/2019 9:10 PM  
Of course you follow your agenda, but it could look like this:
Your president can call the meeting to order, accept the motion for approval of the minutes from the last meeting, and then turn the meeting over to the manager for the rest of the business.
The manager can then give the financial report, reports of all committees. If there is an election then that can be run by the MC with the Election Committee.

At the end of the Business, the MC then turns the meeting back over to the President, who then adjourns the meeting.
GenoS
(Florida)

Posts:3040


01/20/2019 10:00 PM  
That sounds like a simple solution, Sue, thank you. The bylaws also say that the order of business can be changed at the discretion of the president and that would fit right in. No need to get too fancy with motions to suspend the rules, etc.
TimB4
(Virginia)

Posts:16379


01/21/2019 3:54 AM  
Why would you want the CAM to chair the meeting?

This is a membership meeting and, in my opinion, should be overseen by the board and not the CAM.
EdC5
(Florida)

Posts:86


01/21/2019 6:09 AM  
Posted By TimB4 on 01/21/2019 3:54 AM
Why would you want the CAM to chair the meeting?

This is a membership meeting and, in my opinion, should be overseen by the board and not the CAM.




In my experience managing associations, it rather common for the PM to run all meetings, both board and annual.

Edward J Cooke, CMCA, LCAM
JohnC46
(South Carolina)

Posts:8419


01/21/2019 6:27 AM  
Our MC presents and explains the year end financials plus takes questions. He also presents the Yearly Budget Forecast which was done by the BOD. Our MC also runs the BOD Election with the aid/oversight of the BOD Secretary.
AugustinD


Posts:1750


01/21/2019 7:27 AM  
I agree with Timb4. The HOA President should chair the meeting. In his or her absence, the VP chairs. Furthermore, whoever chairs meetings is supposed to "preside." I think Robert's Rules says that, if the chair/President wants to make a motion, then she or he is supposed to step down as chair while the motion is made and being considered. The chair should not be making reports but instead, calling on others to make them.

At least some large corporations even specify that the annual shareholders' meeting should be run by non-management. Specifically, a director or officer of the corporation is designated as chair.

Why is this? I think it is to help ensure the integrity of the corporation.

Perhaps the new manager will next ask for check-signing authority.
BarbaraT1
(Texas)

Posts:192


01/21/2019 9:20 AM  
Posted By TimB4 on 01/21/2019 3:54 AM
Why would you want the CAM to chair the meeting?

This is a membership meeting and, in my opinion, should be overseen by the board and not the CAM.




The level of board member participation on this forum is not indicative of the level of board member participation in most HOAs, in my experience as a CAM. The great majority of HOAs I have managed have wanted me to run the meeting for a variety of reasons: they don't like public speaking, they don't feel knowledgeable enough to answer homeowner questions, they don't know how to defuse tense situations, they don't have time to prepare, they don't have any interest in serving anyway and only did it because no one else stood up, or they were assured they wouldn't have to actually DO anything just be a warm body to make quorum.



JohnC46
(South Carolina)

Posts:8419


01/21/2019 9:23 AM  
Posted By BarbaraT1 on 01/21/2019 9:20 AM
Posted By TimB4 on 01/21/2019 3:54 AM
Why would you want the CAM to chair the meeting?

This is a membership meeting and, in my opinion, should be overseen by the board and not the CAM.




The level of board member participation on this forum is not indicative of the level of board member participation in most HOAs, in my experience as a CAM. The great majority of HOAs I have managed have wanted me to run the meeting for a variety of reasons: they don't like public speaking, they don't feel knowledgeable enough to answer homeowner questions, they don't know how to defuse tense situations, they don't have time to prepare, they don't have any interest in serving anyway and only did it because no one else stood up, or they were assured they wouldn't have to actually DO anything just be a warm body to make quorum.







Our last BOD was like this. No more.
RichardP13
(California)

Posts:3644


01/21/2019 10:06 AM  
Posted By BarbaraT1 on 01/21/2019 9:20 AM
Posted By TimB4 on 01/21/2019 3:54 AM
Why would you want the CAM to chair the meeting?

This is a membership meeting and, in my opinion, should be overseen by the board and not the CAM.




The level of board member participation on this forum is not indicative of the level of board member participation in most HOAs, in my experience as a CAM. The great majority of HOAs I have managed have wanted me to run the meeting for a variety of reasons: they don't like public speaking, they don't feel knowledgeable enough to answer homeowner questions, they don't know how to defuse tense situations, they don't have time to prepare, they don't have any interest in serving anyway and only did it because no one else stood up, or they were assured they wouldn't have to actually DO anything just be a warm body to make quorum.






Here, Here. I make a motion for a second.

Been there, Done that
GenoS
(Florida)

Posts:3040


01/21/2019 11:36 AM  
Posted By TimB4 on 01/21/2019 3:54 AM
Why would you want the CAM to chair the meeting?

This is a membership meeting and, in my opinion, should be overseen by the board and not the CAM.

To maintain order and keep things moving along in a businesslike fashion. Board meetings here in the last 6 months have been disastrous affairs that spun out of control. There's an "old guard" and a "new guard" here and both sides have gotten into disruptive shouting matches during which the president never once gaveled anyone to order.

Maybe this reasoning isn't sound but people need to see a signal that things are changing for the better. There are only a handful of people who possess a clue and the complainers are in their own echo chamber. An Annual Meeting chaired by a professional to start the year would set the tone for the year ahead, I think.
SueW6
(Michigan)

Posts:501


01/21/2019 12:16 PM  
Actually, only the president and the secretary should be up in the front running the “Annual Meeting of The Members “

The secretary takes minutes. The president moves thru the agenda, but only to ask for reports. Having the MC run a portion of the meeting makes sense.

It is NOT a board meeting!

Board members sit in the audience and enjoy the role of homeowner at this meeting.
KerryL1
(California)

Posts:6397


01/21/2019 12:42 PM  
Our PM & Board prez sort of take turns at the annual Meeting. The President opens the meeting and makes introductions as our HOA attorney always attends and sits at the table too. In addition, a rep from the MC also sits at the table, often the COO. The prez also introduces the inspectors of election (all Owners), who then leave for a table in a different area to prepare to count ballots. Because many owners attend this meeting, but not the monthly board meetings, the directors all sit at the table and also are introduced. Our bylaws require the prez pressed at board meetings, but not meetings of the members.

We hold a regular meeting of the board before the annual meeting so that's when committees and the treasurer gives their reports. It includes an open forum for owners' questions. For the 14 years I've attended annual meetings here, the only business on the agenda has been the election of directors. At the Ann. Mtg., the president asks for approval of the previous year's minutes. The president announces the close of balloting. While the ballots are being tabulated, the president and PM invite owners to ask question of them or of our attorney, who often summarizes new legislation. Everyone may have some wine and appetizers during this period and watch the ballot tabulations if they wish. Also during this time retiring directors are acknowledged and given a modest gift.

Once the lead inspector returns and announces the results retiring or defeated directors leave the table and the new directors are seated. Th meeting is adjourned, and the PM convenes the organizational meeting so the board can elect officers. The PM runs goo portion this until the officer are selected and the president stays or moves to the head of the table.

Our annual meetings alway are very mellow and friendly and don't reflect the tensions that are obvious at our monthly board meetings.





GenoS
(Florida)

Posts:3040


01/21/2019 3:49 PM  
Posted By BarbaraT1 on 01/21/2019 9:20 AM
The level of board member participation on this forum is not indicative of the level of board member participation in most HOAs, in my experience as a CAM. The great majority of HOAs I have managed have wanted me to run the meeting for a variety of reasons: they don't like public speaking, they don't feel knowledgeable enough to answer homeowner questions, they don't know how to defuse tense situations, they don't have time to prepare, they don't have any interest in serving anyway and only did it because no one else stood up, or they were assured they wouldn't have to actually DO anything just be a warm body to make quorum.

All of that has a familiar ring, Barbara, and every one of those reasons have applied to various board members here over the last 5 years. I think our new CAM will be able to provide a lot of assistance and guidance at the board meetings. 4 of the 5 board members will be rookies after tomorrow night, and this is the first time since 1994 that we're not self-managed. The new board will have to find its way.

It was an eye opener to me when I was the Secretary to find out that the board's standard operating procedure was to do as little as possible, for any and all of the reasons you listed.


CathyA3
(Ohio)

Posts:295


01/22/2019 7:24 AM  
I say do whatever will produce the most effective meetings, consistent with your bylaws and state law.

Our Declaration states that the President has to "preside" at board and annual meetings, not that he/she actually has to run the meetings, and running meetings is a typical service provided by many management companies in my area. Recently we've had one of our attorneys present at the annual meetings since we've been dealing with some legal issues, and it's helpful for members to be able to get knowledgeable answers right then and there. The attorney may also run some or all of the annual meeting; that's acceptable in Ohio and it's part of the service we get from the law firm.

I think the key is that both the PM and the attorney are agents for the association, so it's perfectly legal for them to run meetings if the Board delegates that duty to them.
KerryL1
(California)

Posts:6397


01/22/2019 9:04 AM  
Cathy makes a good point: Our bylaws too say that the board may delegate some of its duties to management. So...delegating presiding t meeting to management seems legit.

When I first moved to my HOA, the PM seemed to be the main person speaking at the directors' table. during that first 1 + years we owners felt that the board let the PM almost president because they didn't know anything. We were right.

So, omo, the president should do most of the presiding at board meetings with good assistance by the GM.
JohnC46
(South Carolina)

Posts:8419


01/22/2019 12:46 PM  
Our last BOD ran scared and basically let the PM run the Annual Meeting. The new BOD (myself included) will do things differently. The PM will have a much smaller role. The BOD President and the Treasurer (myself) will be the main cast of characters. Our PM will present the Financial Report as they prepare it. The PM will also oversee the BOD Election along with the BOD Secretary.

Our Financial Reports are over 40 pages long. The PM will distribute a Balance Sheet (1 sheet) and Profit & Loss Budget vs. Actual (2 sheets). We will get few to no questions about them.

Prior to having an MC, we used a simple spreadsheet showing Profit & Loss Budget vs. Actual (never a loss) plus Projected Yearly (2019) Budget. Members still like to see this as it also lists prior years (Budget vs. Actual) for comparison. I will prepare, distribute, and present it. This doc will get more questions but I can easily answer any questions.

We had a dues increase (40%, $50 per month to $70) this year for the first time in 8 years. It is to fund a Roof Replacement Reserve as the HOA is responsible for roof replacements (single family and duplex homes). I expect we will have a few questions on this and we will be prepared with a spreadsheet showing anticipated timeframe and cost ($550K over 7 years beginning in 8 years.). An aside. We only had one owner out of 112 try and take us over the coals (via Emails) about the dues increase. I sent him everything that he requested plus I was polite and professional when chatting with him. I attribute only one to us doing a good job presenting it.

We always have a Q&A Session where the PM or BOD Members can be asked questions.

Other than BOD vacancies, we have never had a vote of any kind at the Annual Meeting and we will not be having any this year. We have asked for a show of hands to get opinions and as of now, I do not expect to have any of those this year.

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