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Subject: Updating By-Laws = Election Guidelines
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PamS11
(Washington)

Posts:4


09/11/2019 5:28 PM  
I need advice on an appropriate election process for a small HOA with no amenities, a small budget, and minimal member participation.

I live in a small development with 64 homes in Washington State. We have an HOA that has not been functioning for 9 years. Prior to that it was poorly managed. The main reason we even have an HOA is because the community has approx 7 acres of community property attached to the development. This includes 4 acres behind the development, several easements, and an island at the entrance. The back 4 acres has a retention pond on it and the island has a covered gazebo at the entrance for children to wait for the school bus under to get out of the rain. The 4 acres can not be developed as they have several easement agreements with local utilities and so can not be developed beyond grass or vegetation.

Several homeowners and myself went to and paid for a lawyer seeking advise regarding the lack of a functioning HOA and what to do regarding necessary maintenance on the retention pond, community cluster mailboxes in disrepair, and general management of the community property asset. We were advised that we do have an HOA regardless of its functionality as the CC&R state the HOA runs into perpetuity. At a bare minimum we were advised to INSURE the property and to fix our By-Laws. SO we noticed and called a meeting which had a pretty good attendance and a BOD was elected and the members also voted for the Board to fix and update the By-Laws.

In the past our dues were $50/per lot a year. This was to cover mowing of the back 4 acres and liability insurance. This amount is nearly sufficient to cover the same expenses 10 years later. We foresee a minimal increase not to exceed $100 a year.

As you can see, the need for an HOA in the community is minimal as we don't have any amenities to manage. The dues are minimal compared to other HOA's. This results in almost no interest or participation from the homeowners within the community. All current interest stems from the leaking cluster mailboxes that are in dire need of replacing and those few homeowners who recognize that a 'No Trespassing' sign does not release us from carrying liability insurance on a piece of property with a retention pond.

So now to the point of my post.

Our previous By-Laws were embarrassingly inappropriate and in dire need of rewriting. They containe sentences like, "This is not a racetrack, so please don't race through the neighborhood!" There is no clear election process and they read more like a busybody lecture than a business document. Our CC&R's defer to the By-Laws for management of the HOA but the previous By-Laws in place aren't sufficient to the task.
We have no budget for legal counsel so paying to have them written for us is not feasible. We have looked at the By-Laws of several HOAs within the state and have been piecing together a set of By-Laws that fits the needs of our small community. However, we are hung up on one section.... ELECTIONS.

Since we are starting with a clean slate here and anticipate minimal participation we really want to have it simplified and easy to follow. As well as inexpensive to administer. Because of the lack of participation we'd like to see an election process with proxy or mail in ballots to encourage participation but mainly a successful election process is the priority.

What election process would be best for an HOA like ours?


SueW6
(Michigan)

Posts:586


09/12/2019 9:35 AM  
Set a board number of not more than 5, to be elected at the annual meeting by Members.

Decide if you are going to take nominations from the floor at that meeting. If not, establish a date when candidates must apply for the board positions. Create a mail-out ballot with instruction that ballot must be signed by owner (1 per household) and returned to current secretary by X date. Open ballots at meeting. Chair of election committee counts ballots and gives results to president to announce.

Board elects officers at its first meeting, to be held not more than 10 days after election. Board sets board meeting dates for the year.

Other:
Decide if you want to permit proxy ballots, restricted or general.
If you do accept nominations from the floor then the nominees names can be be listed on a marker board and voters can write in for their top five.
Voters must be “members in good standing” and board nominees too.

Your HOA is small and tasks are limited. Keep it simple.
SueW6
(Michigan)

Posts:586


09/12/2019 9:37 AM  
One other: if a quorum is not at the annual meeting, bylaws should state that the election can still take place as the only business to be conducted. .
JohnC46
(South Carolina)

Posts:8730


09/12/2019 11:31 AM  
Try this site:

https://www.hopb.co/sample-hoa-bylaws
KerryL1
(California)

Posts:6632


09/12/2019 2:06 PM  
If you're incportted and most HOAs are, find guidance at WA corporations codes. There should be in them the definition of different kinds of meetings, how to fill board vacancies, who calls meetings, What officers you must have,et.must they be owners, eretc.

Do your bylaws say nothing about the above topics? What you cited sounds sound more like Ri uses & Regulations than Bylaws.
PamS11
(Washington)

Posts:4


09/12/2019 7:05 PM  
SueW6:

Thank you! This is exactly what I'm looking for. Rubber meets the road details! Your comment really resonates with what I have been thinking. A candidate application process ahead of the annual meeting followed by mailed secret balloting to be returned by mail or brought to the annual meeting. Then a Board meeting immediately following the annual meeting to allow the directors to vote on officers. And your quorum detail is imperative or we will never get anything accomplished without it.

JohnC46:

This link is very helpful! Thank you for the resource.


KerryL1:

We have been combing through Washington State law for both HOA and Non-Profit Corporations. Neither section lays out specific election procedures or guidelines. Nor do they give rules for term length, number of board members, etc. Both sections say to defer to your by-laws. They do give a general answer of yearly terms and elections if your by-laws don't specify.

Our AOI are silent on these details as well and state to follow the by-laws.

We have included specific details that our laws do require such as notice time frames, procedures for removing directors, availability of HOA documents to members, etc.

I feel really good about what we have so far.

The hang up on elections is that WA laws aren't specific on procedure, there are no restrictions, and they just vaguely state to have elections on whatever term lengths your by-laws prescribe with a quorum being what is set forth in the by-laws. So basically it says to follow what is in your by-laws.
There are laws that will apply if we aren't careful and specific in these details as we draft the new by-laws. For instance, WA law states that if there is no definition of a quorum in the by-laws then the quorum reverts to 34% of members. In my 17 years living in this house there has NEVER been a turn out of 34% at an HOA meeting. So we definitely do not want to overlook these little details or we will shoot ourselves in the foot.
With our unique needs and limitations we want to have a simple format that supports a board that can function and conduct business with a minimal amount of participation required from the members.


NpS
(Pennsylvania)

Posts:3758


09/12/2019 10:40 PM  
You might want to put in a provision for staggered terms. It can be inconvenient and disruptive for all seats to change at every election.

Sikubali jukumu. Read all posts at your own risk.
JohnC46
(South Carolina)

Posts:8730


09/13/2019 1:44 PM  
Pam

May HOA's have their Covenants and Bylaws on their web site. Look for local HOA websites.
AmyA1
(Washington)

Posts:101


09/17/2019 11:56 AM  
I am in Washington and we revised our Bylaws a couple of years ago. One thing we did was come up with the index first. That way you don't forget any minor issues. Keep simple but well detailed so that interpretation is clear.

I don't know if it is permitted to send a link to our website if you'd like to see ours. But I am in Bothell.
AmyA1
(Washington)

Posts:101


09/17/2019 11:58 AM  
I am in Washington and we revised our Bylaws a couple of years ago. One thing we did was come up with the index first. That way you don't forget any minor issues.
PamS11
(Washington)

Posts:4


10/05/2019 4:27 PM  
Amy, I would appreciate a link. I'm not finding it googling around.
AmyA1
(Washington)

Posts:101


10/05/2019 5:04 PM  
https://www.hollyhillsowners.com/
PamS11
(Washington)

Posts:4


10/06/2019 12:24 PM  
Thank you so much Amy! This was very helpful!
I was able to complete my draft of our HOA By-Laws and will submit them for review by the entire board tomorrow.
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