Get 1 year of free community web site hosting from Community123.com!
Monday, July 13, 2020











HOATalk is a free service of Community123.com:

Easy to use website tools to help your board
Only members have access to all features.
Click here to join HOATalk for Free! Members click here to login and access all features.
Subject: Quorum not reached for Election-What now?
Prev Next
Please login to post a reply (click Member Login on the menu).
Author Messages
ShannonM4
(California)

Posts:15


06/28/2020 2:23 PM  
A quorum was not reached to elect a new board at the annual meeting, and also was not at the meetings that followed when the percentage of votes needed was able to be reduced to have the election.

If the board continues to operate and do business even though none of the board members participating were duly elected (they will just be "left over" from last year's election), will they be doing so illegally, and can anyone site what law/ Civil Code they wil be breaking if they operate without getting elected, and what the homeowners can do about it?


Thanks
JohnC46
(South Carolina)

Posts:9577


06/28/2020 3:00 PM  
Shannon

First of all the present BOD stays in place until the next annual election so yes, they are a legal BOD so get over that.

Depending on one's Bylaws, continuations can be held and the Quorum reduces by 1/2 per meeting. I have seen as many as 3 meetings (2 continuations) in order to have a quorum but when does/can one give up?
PaulJ6


Posts:0


06/28/2020 3:04 PM  
A lawyer I talked to (a well-known condominium lawyer- not a typical low-grade HOA lawyer) said that even if the governing documents don’t require the board to try again with an election, best practice is for the board to try again to reach a quorum as soon as possible.
MarkW18


Posts:1195


06/28/2020 3:27 PM  
First, the adjournment of an member meeting is done by the members, not the Board. It is the members present, either in person or by proxy that will determine whether a second meeting is held possibly with a reduced quorum.
ShannonM4
(California)

Posts:15


06/28/2020 3:36 PM  
Yes, they had both meetings where the quorum requirement was reduced, but not enough ballots were collected.
Our governing documents only allow for that to happen twice, and it has happened, so no election has taken place.


So does that mean that the current board members were not duly elected or?

The board is trying to assert that the people who ran on this year's ballot would just be appointed by default, or by the board itself, even though they were not elected, and are not carrying over the current members. This seems fishy to me.

I don't know if I am reading the election rules right... can you tell me if you see the part in here that says they stay in place until the next election?

pic located here: https://drive.google.com/file/d/1uhLV0fmxWIHISBVcVyc2XsLV-WEH9ePS/view?usp=sharing


MarkW18


Posts:1195


06/28/2020 4:03 PM  
Does your association have elections rules, and more specifically, where they updated this year and was a copy sent for review and if approved where they sent to all owner with the nomination package?

If not, then you did not hold a legal election.
PaulJ6


Posts:0


06/28/2020 4:27 PM  
Posted By ShannonM4 on 06/28/2020 3:36 PM
Yes, they had both meetings where the quorum requirement was reduced, but not enough ballots were collected.
Our governing documents only allow for that to happen twice, and it has happened, so no election has taken place.


So does that mean that the current board members were not duly elected or?

The board is trying to assert that the people who ran on this year's ballot would just be appointed by default, or by the board itself, even though they were not elected, and are not carrying over the current members. This seems fishy to me.

I don't know if I am reading the election rules right... can you tell me if you see the part in here that says they stay in place until the next election?

pic located here: https://drive.google.com/file/d/1uhLV0fmxWIHISBVcVyc2XsLV-WEH9ePS/view?usp=sharing






Even if the board is following the governing documents that allow the board to fill vacancies, if a board keeps doing that year after year (as the reputable lawyer told me), eventually it will get slapped down by a judge because it's not trying to have a democratically-elected board.
KerryL1
(California)

Posts:7333


06/28/2020 5:05 PM  
I know this seems off the track, Shannon, but what size is your HOA? Ballots we sent to owners by mail and they were able to vote by mail, right?

What % of owners do your Bylaws require for quorum?

Do you have property mgr to advise you? Did your hOA attorney attend the annual meeting? Are you on the Board? Thanks.
AugustinD


Posts:3495


06/28/2020 5:22 PM  
Posted By ShannonM4 on 06/28/2020 3:36 PM
Yes, they had both meetings where the quorum requirement was reduced, but not enough ballots were collected.
Our governing documents only allow for that to happen twice, and it has happened, so no election has taken place. So does that mean that the current board members were not duly elected or?
In California, this means Corporations Code §7220 kicks in. The latter translates to the current board members remaining on the board. See https://www.davis-stirling.com/HOME/Statutes/Corp-Code-7220

Posted By ShannonM4 on 06/28/2020 3:36 PM
The board is trying to assert that the people who ran on this year's ballot would just be appointed by default, or by the board itself, even though they were not elected, and are not carrying over the current members. This seems fishy to me.
Under California statutes, a director currently in office may resign. A board majority may then appoint a new director. If the current board wishes to do this, then there are a few approaches, that are all legal, that will yield a board having the candidates who ran appointed as directors.

See also:
https://www.davis-stirling.com/HOME/No-Quorum
https://www.davis-stirling.com/HOME/Eliminating-Quorum
https://www.davis-stirling.com/HOME/Member-Quorum

Your HOA might want to consider retaining an online voting service.
ShannonM4
(California)

Posts:15


06/28/2020 5:54 PM  
Thank you for the detailed responses!
Please login to post a reply (click Member Login on the menu).
Forums > Homeowner Association > HOA Discussions > Quorum not reached for Election-What now?



Only members have access to all features.
Click here to join HOATalk for Free! Members click here to login and access all features.







General Legal Notice:  The content of forum messages are from the posting member and have not been reviewed nor endorsed by HOATalk.com.  Messages posted by HOATalk or other members are for informational purposes only, are not legal or professional advice and do not constitute an attorney-client relationship.  Readers should not act upon this information without seeking professional counsel.  HOATalk is not a licensed attorney, CPA, tax advisor, financial advisor or any other licensed professional.  HOATalk accepts ads from sponsors but does not verify sponsor qualifications nor endorse/guarantee any sponsor's product or service.
Legal Notice For Messages Posted by Sponsoring Attorneys: This message has been prepared by the sponsoring attorney for informational purposes only and does not constitute legal advice. This information is not intended to create, and receipt of it does not constitute an attorney-client relationship. Readers of HOATalk.com should not act on this information without seeking professional counsel. Please do not send any sponsoring attorney confidential information unless you speak with the sponsoring attorney or an attorney from the sponsoring attorney’s firm and get authorization to send that information to them. If you wish to initiate possible representation, please contact an attorney in the firm of the sponsoring attorney. Sponsoring attorneys that post messages here are licensed to practice law in a specific state or states as indicated in their message signature or sponsor’s profile page. (NOTE: A ‘sponsoring attorney’ is an attorney that is a HOATalk.com official sponsor and is identified as such in the posted message or on our sponsor page.)

Copyright HOA Talk.com, A Service of Community123 LLC ( Homeowners Association Discussions )   Terms Of Use  Privacy Statement