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Subject: Texas Special Members Meeting Requirements
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JaredC
(Texas)

Posts:214


05/03/2019 12:19 PM  
Our By-Laws state that homeowners can force a special members meeting with 25% approval of total homeowners. I created a document that states "I vote for a special member's meeting to be held at ABC HOA as soon as possible" then people simply sign, date and show their unit number. 25% of our homeowners have signed.

Now I'm being told there needed to be an agenda as part of that form. Is this correct?

I have developed an agenda and was planning to work with our PM to send the meeting notices. Is it really necessary to get all 25% to sign a new form with the agenda to make this valid?
SueW6
(Michigan)

Posts:530


05/03/2019 12:30 PM  
I would say yes. You need a reason to call a Special Meeting and you failed to state that in your petition for people to sign. .

Start over. Be specific as to why you are meeting.
BarbaraT1
(Texas)

Posts:202


05/03/2019 12:47 PM  
Yes, you need to state the purpose of the meeting.
JaredC
(Texas)

Posts:214


05/03/2019 1:10 PM  
Fair enough. So shall it be done.

Thanks!
JohnC46
(South Carolina)

Posts:8556


05/03/2019 2:27 PM  
Jared

As others have said, the reason for a Special Meting has to be part of calling for one and it has to be specific such as a Special Meeting to remove John Smith from the BOD and replace him with Mary Jones.

A Special Meeting is not an open bytching session.
BillH10
(Texas)

Posts:384


05/03/2019 2:48 PM  
Jared

Some questions and advice:

What's going on that a Special Meeting has to be called, usually there is an adversarial situation taking place. Are you on the Board, is this meeting taking place at the direction of the Board? If so, why is the Board not just calling the meeting which they are empowered to do?

If the Board is not calling this Special Meeting, are you certain the PM will work with you? Typically, if this Special Meeting requires PM time outside the terms and conditions of the contract, the management company will bill the Association for the time and materials required. Has the Board approved this?

Before you set the date, time, and location for the meeting make certain you look at the paragraph entitled Notice of Meetings in your Bylaws. It will describe a 'notice window' which has to be adhered to.

Do your Bylaws allow the 25% to call the meeting or can the 25% petition the Board to call a Special Meeting of the Association. If the latter, the Board will be responsible for the process of calling the meeting and the 25% will not have to go through the administrative process and expense of calling the meeting. Regardless, read on--

If you will be voting on something, I recommend you review Section 209 of the Texas Property Code. I did not conduct an exhaustive search but pay close attention to paragraphs 209.0056, 209.0058, and 209.00592. What this boils down to is, again, if something will be voted on, the notice package to the owners will have to include documents for absentee ballots, proxies, and, if offered, electronic voting, in addition to the agenda and a document describing the reason for calling the meeting.

If you are recalling one or more directors, you should have replacement candidates lined up and on a ballot.

Your Bylaws probably have an example of an agenda to be used for the Annual Meeting, just use that as a template and modify as necessary. For example, you probably will not have Old Business.

You should determine if an Owner's Forum must be provided.

Also, pay close attention to the quorum requirements.

You mentioned you will work with the PM on the processes, he or she should be familiar with the foregoing.

Good luck
JaredC
(Texas)

Posts:214


05/03/2019 6:08 PM  
A very thoughtful response BillH10. I will attempt to respond in kind:

1) This is HIGHLY adversarial. Our documents require three (3) board members and currently we only have two (2). One of those members is completely unreasonable and insane (lot's of jaw dropping history here). The other board member is decent enough. No I am not on the board and this meeting will take place at my direction. The board is effectively dysfunctional. The bad board member has 50% of the vote and she is utterly insane.

2) Yes, the PM will work with me. Yes, the HOA attorney will work with me. They both completely understand how insane our bad board member is.

3) Yes I am well aware of meeting requirements under Texas law. My mandate is to go well above and beyond: We will send out regular mail, post notices by our mailboxes, email all homeowners possible, post on the electronic community calendar. Several other homeowners who combined speak English, Spanish & Chinese will knock on doors. Additional notices will also be placed on doors. All of this meeting notice activity will be well before the 72 hour notice requirement of law. Homeowners will receive more than ample notice.

4) I've read the property code countless times over many years. The purpose of this meeting is not to vote out an insane board member but rather to inform our idiotic, moronic, stupid homeowners what our bad board member has convinced them to believe via her lies. My hope is that people in attendance will vote to hold a second special homeowners meeting for the purpose of voting our personality disordered nutjob off the board. This is a gamble. Regardless my conscious will be clear regarding future steps if people don't come to their senses. If these idiots can drop their emotion and listen to facts we will win.

Our PM wants our HOA attorney to attend. I want that too for reasons beyond the scope of this particular post.

I was our HOA president for about 12 years and to my knowledge no one in our HOA history has called a special meeting until now. This is new territory for me and being able to ask questions and receive solid answers on this forum saves my HOA money. It's not about me; it's about us.
BillH10
(Texas)

Posts:384


05/03/2019 8:47 PM  
Jared, you seem to have everything covered. Please let us know how this works out.
JohnC46
(South Carolina)

Posts:8556


05/04/2019 6:47 AM  
Jared

You say:

4) I've read the property code countless times over many years. The purpose of this meeting is not to vote out an insane board member but rather to inform our idiotic, moronic, stupid homeowners what our bad board member has convinced them to believe via her lies. My hope is that people in attendance will vote to hold a second special homeowners meeting for the purpose of voting our personality disordered nutjob off the board. This is a gamble. Regardless my conscious will be clear regarding future steps if people don't come to their senses. If these idiots can drop their emotion and listen to facts we will win.

It seems like a lot of effort on your part to accomplish nothing more then pointing a finger at/embarrass someone. I say use the effort to remove the nut job and replace her with someone else.
JaredC
(Texas)

Posts:214


05/04/2019 10:21 AM  
John, we don't have the number of votes necessary to remove her yet so attempting to have a special meeting to accomplish that task, at this point in time, would be the waste of time.

The purpose of this meeting is to inform homeowners what this lunatic is doing. The hope is that if it comes out of the mouth of our attorney and property management company our words will hold more weight with them. As a direct result of her actions our HOA has lost 15% of the last 12 months worth of income and as a result we don't have the funds to perform basic maintenance. She blames it on the other board member and lies by omission by not mentioning the last three (3) years of audits that found no such thing! Worse yet she wants to absolve the debt owed by several homeowners who vote for her! I'm not talking about a few dollars of debt here... think $45,000. No joke. The entire story is actually more bizarre and surreal than you could imagine.

Furthermore her actions have one homeowner suing her personally as well as the HOA. For my part I am already suing HOA for yet something else that this fruitcake promised to fix more than six (6) months ago. Wasted legal fees over something the HOA will be forced to remedy in the end.

I am unclear that logic and reason will appeal to my neighbors but I have to try. At the very least I'm hoping they will pressure her into doing the right thing but I'm also not holding my breath. At least I will be able to sleep at night knowing I tried, again, the help the community.
RichardP13
(California)

Posts:3781


05/04/2019 10:59 AM  
Why not just organize a community Town Hall meeting for that purpose. There would be no legal hoops to abide by.

Been there, Done that
JohnC46
(South Carolina)

Posts:8556


05/04/2019 11:22 AM  
Posted By RichardP13 on 05/04/2019 10:59 AM
Why not just organize a community Town Hall meeting for that purpose. There would be no legal hoops to abide by.




Sound advice.
JaredC
(Texas)

Posts:214


05/04/2019 11:23 AM  
Yeah we did that in August over the same topic! The lunatic and her band of minions literally turned it into a shouting match and here we are 8 months later having lost about $6,000 because nothing was done then.

The hope is that a more formal approach will yield better results.
SueW6
(Michigan)

Posts:530


05/05/2019 11:36 AM  
Topics such as discipline or accusations against a board member belong in Executive Session. Thats step 1.

Was that done?

Then it goes to a regular meeting where a motion to remove the officer status takes place.

Was that done?

Then a special meeting of the members can be called to remove the directorship/ board member status of this individual.
If you can’t meet the petition threshold from the members that mandates the board to call a special meeting, then drop it.

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