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Subject: Private Meetings With an HOA Vendor
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Author Messages
NpS
(Pennsylvania)

Posts:4216


08/14/2021 12:48 PM  
My self-managed HOA hired an independent consultant to perform various functions, including violations enforcement, helping us rewrite our rules & regs, communicating with local government officials on our behalf, and hosting our annual meeting.

The consultant is in contact with our Pres several times per week.

We have a Board member who made a bit of a fuss that he had never met the consultant in person, even though the consultant sits in on our (virtual) Board meetings and there is ample opportunity for any member to engage in conversation with the consultant during those meetings.

Responding to the Board member's desire to meet him in person, the consultant offered to go to the Board member's house for a meet and greet. They met for a couple of hours. The Board member offered to pay the consultant for his time. My guess is that the consultant won't bill for that time at all.

The Board knew in advance that the meet and greet was offered and scheduled. The President learned from the consultant that the Board member offered to pay for his time.

If I expected this to be a one-time event, I wouldn't have started this thread. But I don't.

I expect that our Board member will be reaching out again and offering to pay for private time with our consultant again. Just to clarify - The Board member has no need for the consultant's service for anything unrelated to the HOA business.

I would be interested in your thoughts. Which aspects of this arrangement would you be ok with? Which would you not be ok with and why?

Thanks.

Sikubali jukumu. Read all posts at your own risk.
JohnT38
(South Carolina)

Posts:794


08/14/2021 12:55 PM  
The President simply tells the consultant that no payments will be authorized to him or her without official board approval. If this consultant has an ounce of common sense then the problem is solved.
MaxB4
(California)

Posts:1614


08/14/2021 1:04 PM  
You stated the BM has no need for the consultant's services unrelated to HOA Business. Could you clarify?

If this is unrelated to HOA business and the BM is personally paying for the service, why is the Board involved in the payments?
JohnC46
(South Carolina)

Posts:11667


08/14/2021 1:13 PM  
Posted By MaxB4 on 08/14/2021 1:04 PM
You stated the BM has no need for the consultant's services unrelated to HOA Business. Could you clarify?

If this is unrelated to HOA business and the BM is personally paying for the service, why is the Board involved in the payments?



Good question.
KerryL1
(California)

Posts:8734


08/14/2021 2:12 PM  
First NpS clearly wrote: "The Board member has no need for the consultant's services for anything unrelated to the HOA business."

I'm kind of a hardliner when it comes to any director interacting personally or having private meetings with ANY vendor UNLESS authorized/assigned by the Board.

So...what does this director want?

1. He just likes to "be in the know" about everything that goes on in your HOA. He doesn't think the consultant's written reports to the Board are adequate.

OR

2. The director has certain HOA matters that mean a lot to him and he is trying to influence the consultant to pursue them.

OR

3. He feels that the constant contact between the prez & the consultant, which apparently excludes all other directors, is wrong.

OR, and really negative

4. The director thinks the consultant can suggest some rules to the Board that this director likes, or overlook the director's own violations. The director offering to pay the consultant for their time, makes this scenario seem even worse.

So, my thinking is the Board should not permit these private, exclusive meetings between the director & the consultant. Can't remember, are you on the board right now, NpB?
JohnC46
(South Carolina)

Posts:11667


08/14/2021 2:19 PM  
Kerry

Your reasons are valid. No BOD issues should be discussed. That said, could an owner hire the Consultant for non HOA issues? Were I this consultant, I would not do private work for an owner as conflict, no matter how subtle, could arise.

Also for the future best this be spelt out in the contract with the consultant.
MaxB4
(California)

Posts:1614


08/14/2021 3:15 PM  
Posted By KerryL1 on 08/14/2021 2:12 PM
First NpS clearly wrote: "The Board member has no need for the consultant's services for anything unrelated to the HOA business."

I'm kind of a hardliner when it comes to any director interacting personally or having private meetings with ANY vendor UNLESS authorized/assigned by the Board.

So...what does this director want?

1. He just likes to "be in the know" about everything that goes on in your HOA. He doesn't think the consultant's written reports to the Board are adequate.

OR

2. The director has certain HOA matters that mean a lot to him and he is trying to influence the consultant to pursue them.

OR

3. He feels that the constant contact between the prez & the consultant, which apparently excludes all other directors, is wrong.

OR, and really negative

4. The director thinks the consultant can suggest some rules to the Board that this director likes, or overlook the director's own violations. The director offering to pay the consultant for their time, makes this scenario seem even worse.

So, my thinking is the Board should not permit these private, exclusive meetings between the director & the consultant. Can't remember, are you on the board right now, NpB?



It's a double negative. If it was related to the HOA, the statement would read, "The Board member has need for the consultant's services for nothing related to HOA business."
MaxB4
(California)

Posts:1614


08/14/2021 3:17 PM  
Excuse me,

It's a double negative. If it was related to the HOA, the statement would read, The Board member has a need for the consultant's service for something related to HOA business.
NpS
(Pennsylvania)

Posts:4216


08/14/2021 3:29 PM  
Posted By MaxB4 on 08/14/2021 1:04 PM
You stated the BM has no need for the consultant's services unrelated to HOA Business. Could you clarify?

If this is unrelated to HOA business and the BM is personally paying for the service, why is the Board involved in the payments?


I guess I created some confusion when I was attempting to avoid it.

The point I was trying to make is that the consultant is only working on HOA business, not on the Board member's private business.

The HOA pays for the consultant's services. The Board member wants to set up private meetings with the consultant which he is willing to pay for himself.

Do you see any problems?




Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/14/2021 3:42 PM  
Posted By KerryL1 on 08/14/2021 2:12 PM
First NpS clearly wrote: "The Board member has no need for the consultant's services for anything unrelated to the HOA business."

I'm kind of a hardliner when it comes to any director interacting personally or having private meetings with ANY vendor UNLESS authorized/assigned by the Board.

So...what does this director want?

1. He just likes to "be in the know" about everything that goes on in your HOA. He doesn't think the consultant's written reports to the Board are adequate.

OR

2. The director has certain HOA matters that mean a lot to him and he is trying to influence the consultant to pursue them.

OR

3. He feels that the constant contact between the prez & the consultant, which apparently excludes all other directors, is wrong.

OR, and really negative

4. The director thinks the consultant can suggest some rules to the Board that this director likes, or overlook the director's own violations. The director offering to pay the consultant for their time, makes this scenario seem even worse.

So, my thinking is the Board should not permit these private, exclusive meetings between the director & the consultant. Can't remember, are you on the board right now, NpB?



Great comments Kerry. I am still an Officer, but I don't want to be on the Board any more.

Good list. Being in the know & influencing are in play. Personal violations are not. He doesn't object to Pres being in contact with consultant. He just wants to be able to do it too.


Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/14/2021 3:48 PM  
Posted By JohnT38 on 08/14/2021 12:55 PM
The President simply tells the consultant that no payments will be authorized to him or her without official board approval. If this consultant has an ounce of common sense then the problem is solved.


Thanks John.
The Board member has eliminated that HOA billing issue entirely because the Board member is willing to pay the consultant out of his own pocket. The HOA will never see a bill for the private time that the consultant spends with the Board member.

Sikubali jukumu. Read all posts at your own risk.
MaxB4
(California)

Posts:1614


08/14/2021 4:05 PM  
Posted By NpS on 08/14/2021 3:48 PM
Posted By JohnT38 on 08/14/2021 12:55 PM
The President simply tells the consultant that no payments will be authorized to him or her without official board approval. If this consultant has an ounce of common sense then the problem is solved.


Thanks John.
The Board member has eliminated that HOA billing issue entirely because the Board member is willing to pay the consultant out of his own pocket. The HOA will never see a bill for the private time that the consultant spends with the Board member.



Sounds like James Bond is in the house.
JohnT38
(South Carolina)

Posts:794


08/14/2021 4:15 PM  
Posted By NpS on 08/14/2021 3:48 PM
Posted By JohnT38 on 08/14/2021 12:55 PM
The President simply tells the consultant that no payments will be authorized to him or her without official board approval. If this consultant has an ounce of common sense then the problem is solved.


Thanks John.
The Board member has eliminated that HOA billing issue entirely because the Board member is willing to pay the consultant out of his own pocket. The HOA will never see a bill for the private time that the consultant spends with the Board member.




Maybe it's time to replace the consultant?
AugustinD


Posts:1937


08/14/2021 5:51 PM  
Posted By NpS on 08/14/2021 12:48 PM
The Board member [Director] has no need for the consultant's service for anything unrelated to the HOA business.
Unless the HOA Board approves a HOA director meeting alone with aHOA vendor to discuss HOA business, then I think the HOA director should not be having these meetings. There's too much of a chance of favoritism and a "one hand washes the other" relationship either occurring or having the appearance of same.

Other questions:

Why would a vendor not charge for her or his time, except maybe to cultivate favor?

Why does this director need to speak alone with this vendor?

What exactly are the director and vendor discussing?
NpS
(Pennsylvania)

Posts:4216


08/14/2021 5:54 PM  
Posted By JohnT38 on 08/14/2021 4:15 PM
Posted By NpS on 08/14/2021 3:48 PM
Posted By JohnT38 on 08/14/2021 12:55 PM
The President simply tells the consultant that no payments will be authorized to him or her without official board approval. If this consultant has an ounce of common sense then the problem is solved.


Thanks John.
The Board member has eliminated that HOA billing issue entirely because the Board member is willing to pay the consultant out of his own pocket. The HOA will never see a bill for the private time that the consultant spends with the Board member.




Maybe it's time to replace the consultant?



Nah. Consultant is doing a great job.

He didn't create the situation. Unfortunately, he's getting direction or advice or whatever you want to call it from 2 sources on the Board, and it's not always easy to serve 2 masters.

Sikubali jukumu. Read all posts at your own risk.
MaxB4
(California)

Posts:1614


08/14/2021 8:30 PM  
Posted By JohnT38 on 08/14/2021 4:15 PM
Posted By NpS on 08/14/2021 3:48 PM
Posted By JohnT38 on 08/14/2021 12:55 PM
The President simply tells the consultant that no payments will be authorized to him or her without official board approval. If this consultant has an ounce of common sense then the problem is solved.


Thanks John.
The Board member has eliminated that HOA billing issue entirely because the Board member is willing to pay the consultant out of his own pocket. The HOA will never see a bill for the private time that the consultant spends with the Board member.




Maybe it's time to replace the consultant?



Replace him why? The Board knew ahead of time the meeting was scheduled. If they had an issue, why didn't the president just have the meet and greet cancelled. I expect they will meeting in the future means absolutely nothing.
NpS
(Pennsylvania)

Posts:4216


08/15/2021 1:46 AM  
Posted By AugustinD on 08/14/2021 5:51 PM
Posted By NpS on 08/14/2021 12:48 PM
The Board member [Director] has no need for the consultant's service for anything unrelated to the HOA business.
Unless the HOA Board approves a HOA director meeting alone with aHOA vendor to discuss HOA business, then I think the HOA director should not be having these meetings. There's too much of a chance of favoritism and a "one hand washes the other" relationship either occurring or having the appearance of same.

Other questions:

Why would a vendor not charge for her or his time, except maybe to cultivate favor?

Why does this director need to speak alone with this vendor?

What exactly are the director and vendor discussing?

,
Thanks Aug.

The consultant offered to come over for a meet and greet. He stayed 2 hours, but didn't have to stay that long. I'm sure the consultant thought that, since he and not the HOA chose how long he would stay, he wouldn't bill the HOA for it. This isn't the first time that he has eaten some hours. We'll probably be shifting to a monthly fee instead of an hourly fee at some time. But even if we do change how he bills, that doesn't eliminate the private time - private billing issue. If we go monthly, it's not going to be for an unlimited number of hours. And there's still the question of whether there should be private meetings at all.

There is no reason why this director has to meet alone with this vendor. I've been to his home to discuss HOA business several times. The first thing he does is bring out a legal pad where he keeps a running tally of all the things that he thinks need to be improved. No effort to prioritize. Just starts at the top, and see how far he gets through the list. In my case, he has never gotten through the entire list by the time I leave. Keeps the door open for another meeting and another and another. I'm exhausted by the time I leave. He invited me over his house this weekend for another yellow pad adventure. I'm not going. Waste of my time.

Background info: Director has run his own business for at least 50 years. I don't think he's ever worked for anyone else. I have talked to him about separation of responsibility, personal accountability, staying in your own lane, respect for other people's time, delegation of responsibility, risk minimization instead of risk elimination, etc. He's not listening.

At a Board meeting over a year ago, I went at it with him over a similar issue. He thought we needed to hire an arborist. No one objected. He said that he had someone he had worked with before and he would pay for the arborist out of his own pocket. I objected. I said that if someone is going to do HOA-related work, the HOA should pay for that work. I walked through my reasons at that time, but obviously this is the way he rolls, and my words aren't going to have any effect on him.

Any thoughts?

Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/15/2021 1:59 AM  
Posted By MaxB4 on 08/14/2021 8:30 PM
Replace him why? The Board knew ahead of time the meeting was scheduled. If they had an issue, why didn't the president just have the meet and greet cancelled. I expect they will meeting in the future means absolutely nothing.



I think that our Prez made a mistake when she didn't object to the meet and greet. I think she'd deal with it differently today, but that's water over the dam. I don't think she was thinking about the consequences of opening this door.

What do you mean when you say that the likelihood of future meetings means nothing?

Sikubali jukumu. Read all posts at your own risk.
AugustinD


Posts:1937


08/15/2021 7:27 AM  
Posted By NpS on 08/15/2021 1:46 AM

There is no reason why this director has to meet alone with this vendor. I've been to his home to discuss HOA business several times. The first thing he does is bring out a legal pad where he keeps a running tally of all the things that he thinks need to be improved. No effort to prioritize. Just starts at the top, and see how far he gets through the list. In my case, he has never gotten through the entire list by the time I leave. Keeps the door open for another meeting and another and another. I'm exhausted by the time I leave. He invited me over his house this weekend for another yellow pad adventure. I'm not going. Waste of my time.

Background info: Director has run his own business for at least 50 years. I don't think he's ever worked for anyone else. I have talked to him about separation of responsibility, personal accountability, staying in your own lane, respect for other people's time, delegation of responsibility, risk minimization instead of risk elimination, etc. He's not listening.

At a Board meeting over a year ago, I went at it with him over a similar issue. He thought we needed to hire an arborist. No one objected. He said that he had someone he had worked with before and he would pay for the arborist out of his own pocket. I objected. I said that if someone is going to do HOA-related work, the HOA should pay for that work. I walked through my reasons at that time, but obviously this is the way he rolls, and my words aren't going to have any effect on him.

Any thoughts?
-- Is there at least one (additional?) director or officer who feels as you do? (I see you are an officer but possibly not a director at present. But IIRC, you also are the go-to person, regarded by the board or at least some on the board as possessing corporate memory and corporate experience. So this should count.)

-- I agree with your objection that this director voluntarily pay out of his own pocket. When he offers this at a board meeting, a motion is made and seconded, and the board then discusses it, if I were on this board I would say that the risk of this director controlling, consciously or unconsciousy the decisions of the arborist (consciously or unconsciously) are too high. The question becomes, "Who would be the arborist's client?" Even if this director donated money to the HOA, the director's specifying the money be used for the arborist still results in the arborist being allied to the director, because without the donation, the arborist would not necessarily have the contract with the HOA.

-- Building alliances among directors and officers is certainly allowed, right? If individual directors or officers agree to meet with this director at his house and have discussions like you describe, then this is their prerogative. Nothing wrong with it.

-- He sounds like someone who wants to control the board decisions and who thinks one path towards this end is having meetings with you (maybe especially you, if the board understandably sees you as an elder statesman of the HOA), the consultant and others.

-- Ultimately though, and of course as you are well aware, the correct path for getting things done at a HOA is to motion at a meeting, then try to get a second to the motion, discuss, and vote. Consider telling this guy to just make a list of action items with accompanying motions he potentially would like to make, and ask that these be put on the agenda. Maybe there will be some long board meetings. But the other directors might wise up quickly and start refusing to put his action items/motion on an agenda, or refuse to second his motions.

-- The last suggestion depends upon having a board that does follow its {agenda, has motions, seconds to the motions, discussion and votes} for the greater part.

-- If perhaps the guy's discussions ultimately amount to you and others educating him on covenants, maybe a bit of the relevant statutes, corporate experience and your HOA's past approaches, then I too would be exhausted very quickly. Some folks seem to not realize that your command of these topics and all the experience you accumulated (representing some trial and error and so determining what works best) took years. This knowledge simply cannot be conveyed in a few meetings, and indeed it is not fair to you or others that he is draining, kind of demanding that you and others teach him, and presumptuously, a little offensively, assuming there's little by the way of education and experience he needs to be effective.

-- You're getting the usual all manner of input here, which is good and hopefully a little cheering by way of validation of our dismay with this... guy I know I would not like. But I realize shaping any new director so that they are effective is a long slow process. Some directors will never be effective. I might kinda write them off? As in: Yes they were properly elected by the owners and so have to be respected as a director. But as a director, the person still has to motion, get a second, and so on at meetings. The board can curtail energy-draining maneuvers of a newbie-ish director who is not rolling up her or his shirtsleeves and doing her or his own homework on a regular basis. The curtailing is all to save yourself (and others), which absolutely does translate to the best interests of the HOA.

1.5 cents
SheliaH
(Indiana)

Posts:4297


08/15/2021 8:21 AM  
You say you expect, but really haven't said why you feel that way. This board member knows or should know he's not a lone ranger and doesn't have the right to instruct the consultant to do anything that wasn't pre-approval by the entire board. The consultant know or should know that too - to be have otherwise could mean the termination of the contract.

The answer to this was in the first part of your question - this board member had the chance to meet with the consultant in a virtual setting and should have done so at that time. If he couldn't attend for whatever reason, I'm sure there would have been another meeting and in the meantime, he should be reading whatever minutes were taken at those meetings, as well as review the contract so he'd know what the consultant is supposed to do and how the board communicates with him or her.

If you're on the board, you and your colleagues should have made it clear to this board member he or she is expected to attend all meetings unless it's an emergency (and then it would be helpful to stress the emergency should be related to personal or professional issues that can't wait).

At your next meeting, be sure to stress this point and if anyone has a question or concern about the consultant, bring it up during a meeting and it will be forwarded to the consultant for a response. That response will be shared to all board members at the tine. Otherwise, no board member speaks to any vendor on association business unless authorized.

I know there are some instances when some board members may want a contractor to do certain work for them, such as a landscaping company designing the member's backyard. As long as the board is made aware on advance and the vendor and member understand the board/association will not intervene in any disputes between the two or influence the price paid for the work that should be ok. I'd also prohibit the board member from participating in any discussion of votes concerning that vendor to prevent conflicts of interest.
KerryL1
(California)

Posts:8734


08/15/2021 9:09 AM  
It seems to me that your Board needs an actual rather generic policy about directors meeting independently with vendors. As an officer, but not a director, I'm assuming you may not make motions at board meetings, is that right?

If so, can you influence another director to make such a motion? It could be something like: Directors shall not contact or meet with vendors unless assigned or approved by the board of directors.

There are possible issues of liability, accusations of favoritism (as mentioned). If the director is demanding, this can lead to accusations by the vendor of a hostile work environment. Too early for me on a Sunday morning to think of more, but I'll bet others can.

One problem with directors like the one you're talking about is that they are accustomed to one-on-one relationships where they, of course, are "in charge." They need to learn to work as a team member, which doesn't come naturally.
MaxB4
(California)

Posts:1614


08/15/2021 9:34 AM  
Since no action has been taken by this BM, I don't see an issue. I believe there exists a personality conflict between this BM and the OP. Also, remember PA is not an Open Meeting state. If the OP has an issue, take it up with the board, as this forum can't make any decisions for them.
SheliaH
(Indiana)

Posts:4297


08/15/2021 10:18 AM  
No one's trying to make decisions for anyone, but current and former board members exchange ideas and suggestions all the time - that's why this website exists. NpS can take some, none or all the suggestions offered if he wants.

Pennsylvania may not be an open meeting state, but that doesn't mean there shouldn't be some expectations on how board members should behave. No one member is a lone ranger and in order to prevent conflicting instructions or conflicts of interest, I believe it's quite reasonable to have some guidelines on working with vendors. It could be argued this may be more important in a state where HOA meetings aren't required to be open - if I can't sit and listen to the proceedings, there should be some assurances somewhere that can ensure all board members are acting in an ethical way.
AugustinD


Posts:1937


08/15/2021 10:43 AM  
Just saying: I think the preferable mechanism for keeping side discussions from happening is to put in the vendor's contract a provision like the following: "The vendor shall meet only with the director or officer that the Board designates in writing. Side discussions with any other director or officer may happen only by permission of a board majority's vote. The vendor shall not take instruction from any HOA member. The vendor shall not bill for any time it expends on discussions with HOA members, as a HOA member does not lawfully represent the corporation."
KerryL1
(California)

Posts:8734


08/15/2021 12:05 PM  
Thanks to both Sheila & Augustin for helping clear away my Sunday morning fog and for incisive comments.

It doesn't matter is NpS has a "personality conflict" with this director. What matters is Board policy & whether NpS can help formulate same
MaxB4
(California)

Posts:1614


08/15/2021 1:37 PM  
Posted By KerryL1 on 08/15/2021 12:05 PM
helping clear away my Sunday morning fog.


Does this happen to you often? I would seek professional help.
JohnC46
(South Carolina)

Posts:11667


08/15/2021 1:56 PM  
Aug

I might add:

The vendor shall meet only with the director or officer that the Board designates in writing. Side discussions with any other director or officer or any owner may happen only by permission of a board majority's vote. The vendor shall not take instruction from any HOA member. The vendor shall not bill for any time it expends on discussions with HOA members, as a HOA member does not lawfully represent the corporation."
MaxB4
(California)

Posts:1614


08/15/2021 2:16 PM  
Posted By JohnC46 on 08/15/2021 1:56 PM
Aug

I might add:

The vendor shall meet only with the director or officer that the Board designates in writing. Side discussions with any other director or officer or any owner may happen only by permission of a board majority's vote. The vendor shall not take instruction from any HOA member. The vendor shall not bill for any time it expends on discussions with HOA members, as a HOA member does not lawfully represent the corporation."



So, if I were the Treasurer of your association, and I received the financials for the past month, and I had a question or two that the PM could answer about them, I would need Board approval for such a discussion?

A BM had a meeting with a vendor that the Board knew about and did nothing. The meeting happened and the BM offered to pay for the vendor's time (very commendable). The OP expects the BM to meet again. Based on what?

Is this how people run their boards like 5 years?
MaxB4
(California)

Posts:1614


08/15/2021 2:16 PM  
5 year olds
JohnC46
(South Carolina)

Posts:11667


08/15/2021 2:28 PM  
Max

The conversation has been about a Management Consultant that was hired. Not about the PM.
MaxB4
(California)

Posts:1614


08/15/2021 2:32 PM  
Posted By JohnC46 on 08/15/2021 2:28 PM
Max

The conversation has been about a Management Consultant that was hired. Not about the PM.



I am referring to comments like this:

I'm kind of a hardliner when it comes to any director interacting personally or having private meetings with ANY vendor UNLESS authorized/assigned by the Board.
SheliaH
(Indiana)

Posts:4297


08/15/2021 4:16 PM  
Posted By MaxB4 on 08/15/2021 2:16 PM
Posted By JohnC46 on 08/15/2021 1:56 PM
Aug

I might add:

The vendor shall meet only with the director or officer that the Board designates in writing. Side discussions with any other director or officer or any owner may happen only by permission of a board majority's vote. The vendor shall not take instruction from any HOA member. The vendor shall not bill for any time it expends on discussions with HOA members, as a HOA member does not lawfully represent the corporation."



So, if I were the Treasurer of your association, and I received the financials for the past month, and I had a question or two that the PM could answer about them, I would need Board approval for such a discussion?

A BM had a meeting with a vendor that the Board knew about and did nothing. The meeting happened and the BM offered to pay for the vendor's time (very commendable). The OP expects the BM to meet again. Based on what?

Is this how people run their boards like 5 years?




That's not the same thing and you know it.

I was treasurer of my board and since our property manager prepared our financials, it made sense for me to go to her for questions. I usually reviewed the report before the meeting and would send her questions, copying the board and get the answers, so I could point those things out if necessary (some of my colleagues didn't oat a lot of attention to the report because it was huge). Sometimes, this promoted more questions during meetings, but in the end people had a good idea as to what was happening.

Asking the property manager certain questions they're already contracted to do is one thing. This situation started because one of NpS 's colleagues got testy because HE didn't get to meet the consultant in person, despite the consultant sitting on Zoom meetings. This board should have told the board member to get over himself at the start and next time come to the meeting btw like everyone else so he can here what's being said

If he had questions, he could have read the contract and ask questions based on that. Was it really necessary to have a two hour sit down? If that's what He wanted, why not few st the board invite for he guy to another meat my and answer more questions or forward them to the consultant, who may have answered them in a monthly memo everyone could read?

And once again, max, you may have your way of doing things and that may work for you and your clients, but not every HOA is your client. Just because you may disagree doesn't mean it's automatically bad for everyone. You don't live in these communities, so speak your piece and be done with it.
KerryL1
(California)

Posts:8734


08/15/2021 4:59 PM  
I agree, Sheila, that some contact with some vendors is built into the officer's duties as often specified in the Bylaws. So, sure, our treasurer emails our PM, and occasionally her MC's accountant. He also, now that it's budget season, corresponds a bit with our reserves analyst.

As sec'y, and built into a doc our HOA has of officers' duties that elaborates on the bylaws, reviews official correspondence with owners and also draft meeting minutes.

The Board voted to appoint our VP, who was an LAPD detective for many years--and then a stockbroker-- is sort of in charge of meeting with our PM about our 24/7 access control staff issue.

I think JohnC has some good ideas too, NpB.

I'm wondering if ambiguity about who may meet with any vendors in person whenever they wish, for however long they may wish, might stem from the change from a complete self management HOA to one that's, let's say, quasi managed. As a self- managed HOA, it seems possible that every director had assignments, which may have been formalized into semi job descriptions; one would be liaison with the landscaper head and may even have had authority to direct landscapers in certain circumstances.

The treasurer had the authority to meet or confer with your HOA's CPA, and so on.

I really do not think directors should meet with any vendors or even contact them without Board (not president's) approval. And two hours is very strange.

I was trying to remember, NpB, the quote in French you used to post at the end. I hope you read this forum when I post questions about becoming solely an officer when I get off the Board in a few months.

Actually, Max, it's "five-year-olds."
NpS
(Pennsylvania)

Posts:4216


08/15/2021 9:00 PM  
Posted By AugustinD on 08/15/2021 7:27 AM

-- Is there at least one (additional?) director or officer who feels as you do? (I see you are an officer but possibly not a director at present. But IIRC, you also are the go-to person, regarded by the board or at least some on the board as possessing corporate memory and corporate experience. So this should count.)
** I'm the only one who is willing to confront the issue directly, even though I would prefer to step back rather than step up, as the saying goes. You are correct re corporate memory and corporate experience.

-- I agree with your objection that this director voluntarily pay out of his own pocket. When he offers this at a board meeting, a motion is made and seconded, and the board then discusses it, if I were on this board I would say that the risk of this director controlling, consciously or unconsciousy the decisions of the arborist (consciously or unconsciously) are too high. The question becomes, "Who would be the arborist's client?" Even if this director donated money to the HOA, the director's specifying the money be used for the arborist still results in the arborist being allied to the director, because without the donation, the arborist would not necessarily have the contract with the HOA.
** Well said. Thank you.

-- Building alliances among directors and officers is certainly allowed, right? If individual directors or officers agree to meet with this director at his house and have discussions like you describe, then this is their prerogative. Nothing wrong with it.
** Couldn't get anything done without alliances. Private meetings are fine. Attendance is a personal prerogative. Having a private meeting with another BM in an attempt to undermine a Board decision that was made the prior week is not ok.

-- He sounds like someone who wants to control the board decisions and who thinks one path towards this end is having meetings with you (maybe especially you, if the board understandably sees you as an elder statesman of the HOA), the consultant and others.
** There are 2 workhorses in my HOA, the Prez and myself. All major vendors report to her or to me. The consultant reports to her.

-- Ultimately though, and of course as you are well aware, the correct path for getting things done at a HOA is to motion at a meeting, then try to get a second to the motion, discuss, and vote. Consider telling this guy to just make a list of action items with accompanying motions he potentially would like to make, and ask that these be put on the agenda. Maybe there will be some long board meetings. But the other directors might wise up quickly and start refusing to put his action items/motion on an agenda, or refuse to second his motions.
** Our meetings are very informal. No motions or seconds. Prez sets the agenda. One particular issue is typically the focus of each meeting, taking up at least 50% of the time. Anyone can put something to a vote at any time. Recently, I've thought about introducing some formality, but it would be such a dramatic change that, even if we do it, it will probably be difficult to maintain, especially after I withdraw further from active involvement in HOA management.

-- The last suggestion depends upon having a board that does follow its {agenda, has motions, seconds to the motions, discussion and votes} for the greater part.

-- If perhaps the guy's discussions ultimately amount to you and others educating him on covenants, maybe a bit of the relevant statutes, corporate experience and your HOA's past approaches, then I too would be exhausted very quickly. Some folks seem to not realize that your command of these topics and all the experience you accumulated (representing some trial and error and so determining what works best) took years. This knowledge simply cannot be conveyed in a few meetings, and indeed it is not fair to you or others that he is draining, kind of demanding that you and others teach him, and presumptuously, a little offensively, assuming there's little by the way of education and experience he needs to be effective.
** Very insightful. It's not so much that he wants to be taught. He never asks the 3 most important questions: How do things work around here? followed by - Why do we do things that way? and - What else have we tried? He's too busy finding deficiencies and wanting them addressed - As a side note, the Prez has said to him many times, let me know what your issues are, and I will put them on the agenda. Nada. (I'm sure that some of you in open meeting states might be shocked that anything could be discussed without it being on an agenda that has been published to the community. But in a non-open meeting state, we have quite a bit more flexibility.)

-- You're getting the usual all manner of input here, which is good and hopefully a little cheering by way of validation of our dismay with this... guy I know I would not like. But I realize shaping any new director so that they are effective is a long slow process. Some directors will never be effective. I might kinda write them off? As in: Yes they were properly elected by the owners and so have to be respected as a director. But as a director, the person still has to motion, get a second, and so on at meetings. The board can curtail energy-draining maneuvers of a newbie-ish director who is not rolling up her or his shirtsleeves and doing her or his own homework on a regular basis. The curtailing is all to save yourself (and others), which absolutely does translate to the best interests of the HOA.
** I'm convinced that this BM is here to stay. We haven't had 2 people run for the same seat in more than 10 years, and that's not likely to change. The problem isn't that he doesn't want to roll up his sleeves, it's his timing. He wants to get involved when the lion's share of the work is done and the path is 90% set. If he was willing to put his efforts to the other 10%, that would be appreciated. But instead, he wants us to start at the beginning whenever he gets involved. Not workable.



Yes I do appreciate all the time and energy that you and others put into wrapping your minds around this issue. Much of what you have written relies on formal structure. I need to come to terms with finding the best way to add structure without undermining the relaxed atmosphere in which we have been able to operate for so many years. Thanks to all.

Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/15/2021 9:10 PM  
Posted By SheliaH on 08/15/2021 8:21 AM
You say you expect, but really haven't said why you feel that way. This board member knows or should know he's not a lone ranger and doesn't have the right to instruct the consultant to do anything that wasn't pre-approval by the entire board. The consultant know or should know that too - to be have otherwise could mean the termination of the contract.

The answer to this was in the first part of your question - this board member had the chance to meet with the consultant in a virtual setting and should have done so at that time. If he couldn't attend for whatever reason, I'm sure there would have been another meeting and in the meantime, he should be reading whatever minutes were taken at those meetings, as well as review the contract so he'd know what the consultant is supposed to do and how the board communicates with him or her.

If you're on the board, you and your colleagues should have made it clear to this board member he or she is expected to attend all meetings unless it's an emergency (and then it would be helpful to stress the emergency should be related to personal or professional issues that can't wait).

At your next meeting, be sure to stress this point and if anyone has a question or concern about the consultant, bring it up during a meeting and it will be forwarded to the consultant for a response. That response will be shared to all board members at the tine. Otherwise, no board member speaks to any vendor on association business unless authorized.

I know there are some instances when some board members may want a contractor to do certain work for them, such as a landscaping company designing the member's backyard. As long as the board is made aware on advance and the vendor and member understand the board/association will not intervene in any disputes between the two or influence the price paid for the work that should be ok. I'd also prohibit the board member from participating in any discussion of votes concerning that vendor to prevent conflicts of interest.




Thanks Sheila.

Below is what I sent to the Board today asking for discussion and vote. I there anything that you or anyone else would like to modify or add?

XXX RULES FOR VENDOR RELATIONS – PROPOSED
1. POINT PERSON. For every vendor, the Board will assign a single individual to be the designated point of contact with that vendor's owners, representatives, employees, sub-contractors, and crews.
2. SOLE POINT OF CONTACT. The Board-designated point person will be the sole voice from the HOA to that vendor (except for billing & payment issues).
3. RESPONSIBILITIES OF A POINT PERSON.
A. CONTRACT KNOWLEDGE. The point person shall:
- know the contents of the vendor contract,
- work with the vendor to validate contract performance, and
- ensure that the interests of the HOA and owners under the contract are protected.
B. WORKING RELATIONSHIP. The point person shall work with the vendor to establish a single person who will be the designated point person on the vendor’s side of the relationship. The XXX point person will inform the Board who that person will be and why that person is the best option.
C. BOARD UPDATES. The point person shall update the Board on the status of the vendor relationship and contract performance as determined jointly by the point person and the Board President.
4. POINT PERSON SUPPORT
A. BY INVITATION ONLY. A point person may invite other XXX individuals into a vendor discussion, but any person invited cannot challenge the authority of the point person or contradict directions that the point person gave the vendor in those dealings without prior approval.
B. DIRECT DEALINGS BY HOMEOWNERS/RESIDENTS. The HOA frowns on requests from a homeowner or resident to vendor personnel. Owners and residents should make their requests directly to the Exec Team through the HOA email system. The XXX point person shall bring all inappropriate resident-to-vendor interactions to the Board’s attention. The President will decide whether the appropriate course of action is to put the vendor, the owner/resident or both on notice under the circumstances.
5. ULTIMATE AUTHORITY
A. REMOVAL OR REPLACEMENT. The Board has the authority to remove and replace a point person at any time.
B. PROHIBITIONS. The Board has the authority to prohibit all contact between a vendor and a non-point person.


Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/15/2021 9:26 PM  
Posted By KerryL1 on 08/15/2021 9:09 AM
It seems to me that your Board needs an actual rather generic policy about directors meeting independently with vendors. As an officer, but not a director, I'm assuming you may not make motions at board meetings, is that right?

If so, can you influence another director to make such a motion? It could be something like: Directors shall not contact or meet with vendors unless assigned or approved by the board of directors.

There are possible issues of liability, accusations of favoritism (as mentioned). If the director is demanding, this can lead to accusations by the vendor of a hostile work environment. Too early for me on a Sunday morning to think of more, but I'll bet others can.

One problem with directors like the one you're talking about is that they are accustomed to one-on-one relationships where they, of course, are "in charge." They need to learn to work as a team member, which doesn't come naturally.

I know it's hard to fathom, but we've managed to get along without formal rules of order for a long time. Our meetings are more like conversations than fights for control of the conversation. All the more reason IMO for not having private one-on-one meetings.

One thing I didn't mention that probably has an effect on what's going on. He owns a manufacturing company. Every thing that he and his employees do are in person at the factory. We've run our meetings virtually for well over a year. He never got comfortable with virtual meetings.

As far as working as a team member, that's what he says he does every day. But he doesn't get the point that if he owns the company, he has sway over just about everything. He also doesn't get the point that, as volunteers, no one gets paid. Motivation and commitment need to come from another source.

Thanks.

Thanks.

Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/15/2021 10:11 PM  
Posted By KerryL1 on 08/15/2021 4:59 PM
I'm wondering if ambiguity about who may meet with any vendors in person whenever they wish, for however long they may wish, might stem from the change from a complete self management HOA to one that's, let's say, quasi managed.


We had an MC for most of our history. We started taking over functions one by one, not by any deliberate plan, but by learning more about how our MCs managed or mismanaged our account. The first thing we took over was vendor relations. Next was communications. The only thing that we never wanted for ourselves was bookkeeping, not because we couldn't, but because the controls we could put in place on our own were too limited. We probably burned through 6 MCs in the process of trying to find one who could work the issues that we wanted worked.

Our relatively new consultant is a shift in the opposite direction. We are ready to give an outsider specific operational responsibilities again. He has violation management because it's something that none of us do well and some of us don't think that the Board should be perceived as the police. Better to put a buffer between us and the rest of the community.

Our relatively new BM wants the consultant to be our MC. Yes, the consultant is very qualified and have been very efInfective, but considering our history, that's not a reason to give the consultant the whole ball of wax. Instead, we've had the consultant in training to learn the ropes and the tone that we want to set within our community. IMO, he's a shoe-in if we decide to go the MC route again.

The BM has no clue how much effort that goes into developing the MC. He's so effective only because the Pres is working with him so closely.

Posted By KerryL1 on 08/15/2021 4:59 PM
I hope you read this forum when I post questions about becoming solely an officer when I get off the Board in a few months.


Sorry no. This could be a very exciting transformation for you.

In my case, I didn't want any of the traditional Officer titles, but I wanted to be covered by D&O insurance. So we made up the title of Logistics Officer. No one knows what a logistics officer does, and that's just fine with me.

I am interested to hear more about your journey. Congratulations on your decision. I can tell you from experience that it can be liberating.



Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/15/2021 10:32 PM  
Correction ... The BM has no clue how much effort goes into developing the consultant.

Sikubali jukumu. Read all posts at your own risk.
MaxB4
(California)

Posts:1614


08/15/2021 11:10 PM  
A BM had a meeting with a vendor, consultant, whatever. The Board knew about and the BM offered to pay for the consultant's time. END OF STORY. I don't heard of any other BM having an issue except one.

I am just guessing, but it appears the OP might be the odd person out.
MaxB4
(California)

Posts:1614


08/15/2021 11:23 PM  
Posted By NpS on 08/15/2021 9:10 PM
Posted By SheliaH on 08/15/2021 8:21 AM
You say you expect, but really haven't said why you feel that way. This board member knows or should know he's not a lone ranger and doesn't have the right to instruct the consultant to do anything that wasn't pre-approval by the entire board. The consultant know or should know that too - to be have otherwise could mean the termination of the contract.

The answer to this was in the first part of your question - this board member had the chance to meet with the consultant in a virtual setting and should have done so at that time. If he couldn't attend for whatever reason, I'm sure there would have been another meeting and in the meantime, he should be reading whatever minutes were taken at those meetings, as well as review the contract so he'd know what the consultant is supposed to do and how the board communicates with him or her.

If you're on the board, you and your colleagues should have made it clear to this board member he or she is expected to attend all meetings unless it's an emergency (and then it would be helpful to stress the emergency should be related to personal or professional issues that can't wait).

At your next meeting, be sure to stress this point and if anyone has a question or concern about the consultant, bring it up during a meeting and it will be forwarded to the consultant for a response. That response will be shared to all board members at the tine. Otherwise, no board member speaks to any vendor on association business unless authorized.

I know there are some instances when some board members may want a contractor to do certain work for them, such as a landscaping company designing the member's backyard. As long as the board is made aware on advance and the vendor and member understand the board/association will not intervene in any disputes between the two or influence the price paid for the work that should be ok. I'd also prohibit the board member from participating in any discussion of votes concerning that vendor to prevent conflicts of interest.




Thanks Sheila.

Below is what I sent to the Board today asking for discussion and vote. I there anything that you or anyone else would like to modify or add?

XXX RULES FOR VENDOR RELATIONS – PROPOSED
1. POINT PERSON. For every vendor, the Board will assign a single individual to be the designated point of contact with that vendor's owners, representatives, employees, sub-contractors, and crews.
2. SOLE POINT OF CONTACT. The Board-designated point person will be the sole voice from the HOA to that vendor (except for billing & payment issues).
3. RESPONSIBILITIES OF A POINT PERSON.
A. CONTRACT KNOWLEDGE. The point person shall:
- know the contents of the vendor contract,
- work with the vendor to validate contract performance, and
- ensure that the interests of the HOA and owners under the contract are protected.
B. WORKING RELATIONSHIP. The point person shall work with the vendor to establish a single person who will be the designated point person on the vendor’s side of the relationship. The XXX point person will inform the Board who that person will be and why that person is the best option.
C. BOARD UPDATES. The point person shall update the Board on the status of the vendor relationship and contract performance as determined jointly by the point person and the Board President.
4. POINT PERSON SUPPORT
A. BY INVITATION ONLY. A point person may invite other XXX individuals into a vendor discussion, but any person invited cannot challenge the authority of the point person or contradict directions that the point person gave the vendor in those dealings without prior approval.
B. DIRECT DEALINGS BY HOMEOWNERS/RESIDENTS. The HOA frowns on requests from a homeowner or resident to vendor personnel. Owners and residents should make their requests directly to the Exec Team through the HOA email system. The XXX point person shall bring all inappropriate resident-to-vendor interactions to the Board’s attention. The President will decide whether the appropriate course of action is to put the vendor, the owner/resident or both on notice under the circumstances.
5. ULTIMATE AUTHORITY
A. REMOVAL OR REPLACEMENT. The Board has the authority to remove and replace a point person at any time.
B. PROHIBITIONS. The Board has the authority to prohibit all contact between a vendor and a non-point person.




Looks like microsmanaging to me. I would be interested if this get implemented and more importantly, how long it lasts.
NpS
(Pennsylvania)

Posts:4216


08/16/2021 4:24 AM  
Posted By NpS on 08/15/2021 10:32 PM
Correction ... The BM has no clue how much effort goes into developing the consultant.



Great point Max. I'm the only person from my HOA who posts here. In order to earn cred, I should get BM's from my association to post here. U da bom.

Oh, and if I said that 2 or 3 BMs in my HOA agree, what would that change?

Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/16/2021 4:40 AM  
Posted By MaxB4 on 08/15/2021 11:23 PM
Looks like microsmanaging to me. I would be interested if this get implemented and more importantly, how long it lasts.


It came about by turning an unwritten policy into a written policy. Nothing in it is likely to be foreign to any BM but one. Can you guess which one that is?

Maybe you don't have a problem with homeowners telling a landscaping crew how to do their job or asking for special treatment around their home, but around here, we don't expect vendors to be on call to satisfy the whims of individual owners. No one who has such a problem would call it micromanaging.

Recent example. Tenant had complaints about the paint job on his home 4 years after the house was painted. Walked over to the painter who was working on another house and wanted his house redone. Wanted it done now. Is cutting off direct communications between owner and vendor micromanaging? Hmm. Let me think about that.

Sikubali jukumu. Read all posts at your own risk.
AugustinD


Posts:1937


08/16/2021 8:55 AM  
-- I see the Pennsylvania HOA statute permits the Board to adopt rules and regulations and fine for violations of same. It seems to me that a set of rules pertaining to vendor relations, if desired, is legally (I know... ) within the Board's scope. On the other hand, NpS's HOA has been operating somewhat informally. I wonder if there will be resistance to what he proposes. Apart from the occasional irritating conduct by an owner, director or officer, I expect all will be fine whatever he does.

-- I would prefer the individual the Board designates to communicate with a vendor be known as the "Board Liaison." This is an attempt to recognize that the Board has the ultimate (though not day-to-day) responsibility for vendor oversight. The Board Liaison needs to understand this; hence the suggested re-naming from "point person" to "board liaison." Other suggested changes are bolded below.

-- More for the archives. NpS has been doing this a long time and for the usual non-compensation of HOA volunteer directors and officers. He ought to do what is easiest for him, so he does not, say, burn out, as is so common.



XXX RULES FOR VENDOR RELATIONS – PROPOSED
1. Board Liaisons. For every vendor, the Board shall assign a single individual to be the Board Liaison with that vendor's owners, representatives, employees, sub-contractors, and crews.
2. SOLE POINT OF CONTACT. Outside of in-person Board Meetings the Board-designated Liaison shall be the sole voice from the HOA to that vendor (except for billing & payment issues).
3. RESPONSIBILITIES OF Board Liaison.
A. CONTRACT KNOWLEDGE. The Board Liason shall:
- be familiar with the contents of the vendor contract,
- work with the vendor to validate contract performance, and
- ensure that the interests of the HOA and owners under the contract are protected.
B. WORKING RELATIONSHIP. The Board Liaison shall work with the vendor to establish a single person who will be the designated point person on the vendor’s side of the relationship. The Board Liaison will inform the Board who that person will be and why that person is the best option.
C. BOARD UPDATES. The Board Liaison shall update the Board on the status of the vendor relationship and contract performance at every meeting of the Board and in her or his discretion between meetings of the Board.
4. POINT PERSON SUPPORT
A. BY INVITATION ONLY. A point person may invite other XXX individuals into a vendor discussion, but any person invited cannot challenge the authority of the point person or contradict directions that the point person gave the vendor in those dealings without prior approval.
B. PROHIBITION ON DIRECT DEALINGS BETWEEN HOMEOWNERS/RESIDENTS AND VENDORS. Homeowners and residents shall not either direct or make requests of vendor personnel. Owners and residents should make their requests directly to the Exec Team through the HOA email system. The Board Liaison shall bring all inappropriate homeowner/resident-to-vendor interactions to the Board’s attention. A Board Majority vote> will determine whether the appropriate course of action is to put the vendor, the owner/resident or both on notice under the circumstances.
5. ULTIMATE AUTHORITY
A. REMOVAL OR REPLACEMENT. The Board has the authority to remove and replace the Board Liaison at any time.
B. PROHIBITIONS. The Board has the authority to prohibit all contact between a vendor and any HOA member.


KerryL1
(California)

Posts:8734


08/16/2021 12:20 PM  
Can't write much now, but just wanted to say that I really like NpB's draft of a board policy. And I also really Like Augustin's ideas, especially that the title could be Board Liaison, which says so much more and flows more easily. It also is what our HOA and many others call the director who sort of helps out committees without directors on them to make sure they don't make unreasonable requests, etc. Also our contracts with our HOA Attorney & MC refer to the board president as the Board liaison with the PM and our GC.

Since NpB has told us his HOA has been quite informal, I don't think "shall" feels right.

For NpB, the monthly reports by the liaison to the Board should be required to be in writing. And some of the verbiage could be in the form of motions since the Liaison is a director. If there is no activity some months a report should state that.

I'm thinking the one about residents should also be in a communication in your newsletter or by eblast. "Frowns" is perhaps too gentle a word. Might want to rephrase to say something like: Residents may not interact with any of our vendors (e.g., landscapers, painters). Instead we welcome your comments and suggestions at xxx for the Executive team's careful review. Over the years, I've seen this issue on this forum quite a few times, especially re: landscaping.
MaxB4
(California)

Posts:1614


08/16/2021 12:33 PM  
Posted By NpS on 08/16/2021 4:24 AM
Posted By NpS on 08/15/2021 10:32 PM
Correction ... The BM has no clue how much effort goes into developing the consultant.



Great point Max. I'm the only person from my HOA who posts here. In order to earn cred, I should get BM's from my association to post here. U da bom.

Oh, and if I said that 2 or 3 BMs in my HOA agree, what would that change?



If you said you had 2-3 BM's agree, then I would say you might have a majority, not knowing how many directors you have. This is like politics, you build a concensus before makes changes.

Again, as nothing has changed, a BM met with a vendor and the Board was fully aware of...That should have been the end of the discussion. If 2-3 BM's besides yourself were uncomforable, and they asked or you voluteered to take the lead, maybe. I haven't seen that.
MaxB4
(California)

Posts:1614


08/16/2021 12:51 PM  
Posted By NpS on 08/16/2021 4:40 AM
Posted By MaxB4 on 08/15/2021 11:23 PM
Looks like microsmanaging to me. I would be interested if this get implemented and more importantly, how long it lasts.


It came about by turning an unwritten policy into a written policy. Nothing in it is likely to be foreign to any BM but one. Can you guess which one that is?

Maybe you don't have a problem with homeowners telling a landscaping crew how to do their job or asking for special treatment around their home, but around here, we don't expect vendors to be on call to satisfy the whims of individual owners. No one who has such a problem would call it micromanaging.

Recent example. Tenant had complaints about the paint job on his home 4 years after the house was painted. Walked over to the painter who was working on another house and wanted his house redone. Wanted it done now. Is cutting off direct communications between owner and vendor micromanaging? Hmm. Let me think about that.



Let's for arguements sake say I was the management consultant. I have no idea how I was hired and who I meet with initially. But let's say I was informally hired by the board and then had a Zoom meeting. BM1 asks to meet privately and the consultant has an understanding that the board does not have any issue.

I meet with BM1 at their residence for two hours. BM1 brought out his legal pad filled with his topics he would like to have taken into consideration. Consultation either write each item down or takes a picture of the legal pad with note. He leaves the meeting tell BM1 he will type up his notes and present to the Board.

I can't stop, nor would I want to impose a gag order on the community speaking with a vendor. It is my practice that each vendors is told that issues or concerns must be decided by the Board. If a owner makes a demand to re=paint their house, I was a vendor would kindly say, I'll pass the information on through proper channels.

I have no experence in managing self-managed properties, but I have been involved in over 150 HOA's over time. IF, your policy was ever presented to any of these board, it would fall fall on their face.

In the association I lived in, outside of the management company, there were 20 vendors we delat with on a monthly basis. With our board of 5, do we give each 4 and have them follow your guidelines? What if they do nothing, put a gun to their head? What happens when another board comes in?

God bless you try to self manage your complex, but these are volunteers with different skill sets.

NpS
(Pennsylvania)

Posts:4216


08/17/2021 4:50 AM  
Hey Aug and Kerry

Thanks for considering that we care about the tone we set in the Board's relationship with owners.

By and large. we attempt to be layback in our approach. We've had PMs who wrote people up for any and all deficiencies citing chapter and verse. We've had MCs that assigned us PMs-in-training under the false assumption that HOAs without amenities don't have complex issues to deal with. We've had MCs who blamed the Board for their own errors when talking to homeowners while assuring the Board that everything was under control. We've had MCs who seemed offended at being classified as a vendor. None of these arrangement suited our needs. But since MC-HOA relationships tend to be sticky, it usually took at least a year or two to reach a consensus that we had a misfit. In my book, that's a long time to hang out in limbo, especially where every transition puts significant strain on the organization.

I will take both of your recommendations to the Board, kick them around with them, and leave it for them to decide what they want. It's their call if these rules/guidelines remain informal, get published for the Board only, or documented for the community at large, or whatever. The important thing IMO is that the Board has a go-to standard that can be their starting point for discussion on vendor issues. IMO, nothing should be carved in stone, but if an exception is to be made, then the Board should at least validate a basis for that exception that isn't grounded in personal bias or phobias about dealing with noise. I've seen bias and fear corrupt good decision-making too many times to count.

If there are other thoughts or ideas that you or others here think might help on my quest for vendor relations guidelines/standards, those too would be appreciated.

And to Kerry in particular, my ability to look at my HOA from this perspective is one of the things I really like about my current status as Officer but not Board member.

Thanks.

Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/17/2021 8:01 AM  
Posted By MaxB4 on 08/16/2021 12:51 PM
Let's for arguements sake say I was the management consultant. I have no idea how I was hired and who I meet with initially. But let's say I was informally hired by the board and then had a Zoom meeting. BM1 asks to meet privately and the consultant has an understanding that the board does not have any issue.

I meet with BM1 at their residence for two hours. BM1 brought out his legal pad filled with his topics he would like to have taken into consideration. Consultation either write each item down or takes a picture of the legal pad with note. He leaves the meeting tell BM1 he will type up his notes and present to the Board.

I can't stop, nor would I want to impose a gag order on the community speaking with a vendor. It is my practice that each vendors is told that issues or concerns must be decided by the Board. If a owner makes a demand to re=paint their house, I was a vendor would kindly say, I'll pass the information on through proper channels.

I have no experence in managing self-managed properties, but I have been involved in over 150 HOA's over time. IF, your policy was ever presented to any of these board, it would fall fall on their face.

In the association I lived in, outside of the management company, there were 20 vendors we delat with on a monthly basis. With our board of 5, do we give each 4 and have them follow your guidelines? What if they do nothing, put a gun to their head? What happens when another board comes in?

God bless you try to self manage your complex, but these are volunteers with different skill sets.




Around 2-3 years ago, the now-Prez and I started talking about bringing someone on as a buffer between Board and community members. We kicked around many ideas. Most we rejected. Until we hit on the idea that we needed more policing, but we didn't want the Board to be any more of a boogie-man than it already was.

The search for the right person - someone who had loads of experience, could grow into broader responsibilities, could bring on his own people or recommend others as needed, understood our values, and could adapt to our style of communications with owners - took about a year.

We invited another Board member to form a group of 3 that would advise and train our newly-hired consultant as he worked through dealing with enforcement and initiating and responding to homeowner communications. With a 3 member group that contained 2 Board members and 1 Officer, we were relieved of the additional burden of treating these learning-curve sessions as Board meetings that required minutes every time we worked through an issue.

The rest of the Board always knew what the individual issues were and got to see all communications between consultant and owners. The consultant did all the following up, something that the Board had done inconsistently in the past. All BMs were pleased with the outcome.

As to formalities, at the beginning of the relationship, the Board approved the hourly rate and an opening $10k budget for the Prez to manage and oversee. Later, the Board approved the group's recommendation to flip an issue with one owner from the consultant to the HOA attorney. All smooth and efficient without much blathering on about things like not wanting to spend money with the lawyer. (From the outset, not waffling on going to the attorney was a pre-condition on our moving forward with any attempt to amp up enforcement.)

In a self-managed HOA, it is sometimes difficult for individual BMs to distinguish between what's a Board level decision and what's a management level decision. Some BMs believe that every $100 decision should be discussed at a Board meeting. I don't. It's usually a waste of time that is better spent elsewhere. Too many BMs want to pat themselves on the back for every nickle-dime decision they approve but kick the can down the road on anything substantial. Fact of life.

Some BMs always seem to inappropriately hold firm or waffle on tough decisions after the decisions were made. Today, a BM is on the short end of a 3-1 Board decision about two trees. Tomorrow, that BM wants to revisit and expand on one of the objections that was raised during the discussion before the vote. Or the following week, a BM who was on the 3 side of that vote starts expressing second thoughts. The particular decision was to accept an arborist-recommended treatment plan for 8 or 9 months, and then revisit the condition of those trees after treatment. We have no shortage of people who are oblivious to the havoc created and time wasted when they attempt to pull the plug before a non-permanent Board-approved approach gets an opportunity to be proved or disproved.

As the OP, I did not think that this back story (and there is more) should have been explained. I was looking for feedback on your thoughts as if you were a BM hearing this issue without knowing much more than the original background information I provided.

Should I have told you that the tree decision was one of the issues that the BM wanted to talk with the consultant about? Again, I think not.

Should I have told you that the BM in question was one of three people who saved my life 8 years ago? Again no. I didn't want that fact to sway your thinking. My personal and professional feelings about him are not the same. He and I have always had an understanding that we straight talk with each other. Should I have told you that before? Once again no, for the same reasons.

Re your own system with your 20 vendors, that's not an issue we face. For our most significant vendors, we sign 3-year contracts where our docs allow it, so that we can comfortably solicit and vett dozens of bids rather than some mandatory 3-bidder system that is easy to satisfy and just as easy to make ineffective.

You are right about the limitations of skill sets within a community. And every move I make is directed toward making life easier for the next Board so that they don't have to inherit the garbage I did. I believe that it's important for any Board to pay attention to values and tone. Too many want to go around pissing on campfires all day, without distinguishing between having a forest fire, a high wind, or some hard-and-fast rule.

I remember when Tim talked about some of the innovations he instituted in his community, and how he understood that some of them would disintegrate after his departure from the Board. I liked what he said. I understood that the likely demise of some activities would factor into Tim's personal decision when or if to step down. I don't think I am any different in that regard.

Thanks.

Sikubali jukumu. Read all posts at your own risk.
SheliaH
(Indiana)

Posts:4297


08/17/2021 11:34 AM  
Posted By NpS on 08/17/2021 8:01 AM
Posted By MaxB4 on 08/16/2021 12:51 PM
Let's for arguements sake say I was the management consultant. I have no idea how I was hired and who I meet with initially. But let's say I was informally hired by the board and then had a Zoom meeting. BM1 asks to meet privately and the consultant has an understanding that the board does not have any issue.

I meet with BM1 at their residence for two hours. BM1 brought out his legal pad filled with his topics he would like to have taken into consideration. Consultation either write each item down or takes a picture of the legal pad with note. He leaves the meeting tell BM1 he will type up his notes and present to the Board.

I can't stop, nor would I want to impose a gag order on the community speaking with a vendor. It is my practice that each vendors is told that issues or concerns must be decided by the Board. If a owner makes a demand to re=paint their house, I was a vendor would kindly say, I'll pass the information on through proper channels.

I have no experence in managing self-managed properties, but I have been involved in over 150 HOA's over time. IF, your policy was ever presented to any of these board, it would fall fall on their face.

In the association I lived in, outside of the management company, there were 20 vendors we delat with on a monthly basis. With our board of 5, do we give each 4 and have them follow your guidelines? What if they do nothing, put a gun to their head? What happens when another board comes in?

God bless you try to self manage your complex, but these are volunteers with different skill sets.




Around 2-3 years ago, the now-Prez and I started talking about bringing someone on as a buffer between Board and community members. We kicked around many ideas. Most we rejected. Until we hit on the idea that we needed more policing, but we didn't want the Board to be any more of a boogie-man than it already was.

The search for the right person - someone who had loads of experience, could grow into broader responsibilities, could bring on his own people or recommend others as needed, understood our values, and could adapt to our style of communications with owners - took about a year.

We invited another Board member to form a group of 3 that would advise and train our newly-hired consultant as he worked through dealing with enforcement and initiating and responding to homeowner communications. With a 3 member group that contained 2 Board members and 1 Officer, we were relieved of the additional burden of treating these learning-curve sessions as Board meetings that required minutes every time we worked through an issue.

The rest of the Board always knew what the individual issues were and got to see all communications between consultant and owners. The consultant did all the following up, something that the Board had done inconsistently in the past. All BMs were pleased with the outcome.

As to formalities, at the beginning of the relationship, the Board approved the hourly rate and an opening $10k budget for the Prez to manage and oversee. Later, the Board approved the group's recommendation to flip an issue with one owner from the consultant to the HOA attorney. All smooth and efficient without much blathering on about things like not wanting to spend money with the lawyer. (From the outset, not waffling on going to the attorney was a pre-condition on our moving forward with any attempt to amp up enforcement.)

In a self-managed HOA, it is sometimes difficult for individual BMs to distinguish between what's a Board level decision and what's a management level decision. Some BMs believe that every $100 decision should be discussed at a Board meeting. I don't. It's usually a waste of time that is better spent elsewhere. Too many BMs want to pat themselves on the back for every nickle-dime decision they approve but kick the can down the road on anything substantial. Fact of life.

Some BMs always seem to inappropriately hold firm or waffle on tough decisions after the decisions were made. Today, a BM is on the short end of a 3-1 Board decision about two trees. Tomorrow, that BM wants to revisit and expand on one of the objections that was raised during the discussion before the vote. Or the following week, a BM who was on the 3 side of that vote starts expressing second thoughts. The particular decision was to accept an arborist-recommended treatment plan for 8 or 9 months, and then revisit the condition of those trees after treatment. We have no shortage of people who are oblivious to the havoc created and time wasted when they attempt to pull the plug before a non-permanent Board-approved approach gets an opportunity to be proved or disproved.

As the OP, I did not think that this back story (and there is more) should have been explained. I was looking for feedback on your thoughts as if you were a BM hearing this issue without knowing much more than the original background information I provided.

Should I have told you that the tree decision was one of the issues that the BM wanted to talk with the consultant about? Again, I think not.

Should I have told you that the BM in question was one of three people who saved my life 8 years ago? Again no. I didn't want that fact to sway your thinking. My personal and professional feelings about him are not the same. He and I have always had an understanding that we straight talk with each other. Should I have told you that before? Once again no, for the same reasons.

Re your own system with your 20 vendors, that's not an issue we face. For our most significant vendors, we sign 3-year contracts where our docs allow it, so that we can comfortably solicit and vett dozens of bids rather than some mandatory 3-bidder system that is easy to satisfy and just as easy to make ineffective.

You are right about the limitations of skill sets within a community. And every move I make is directed toward making life easier for the next Board so that they don't have to inherit the garbage I did. I believe that it's important for any Board to pay attention to values and tone. Too many want to go around pissing on campfires all day, without distinguishing between having a forest fire, a high wind, or some hard-and-fast rule.

I remember when Tim talked about some of the innovations he instituted in his community, and how he understood that some of them would disintegrate after his departure from the Board. I liked what he said. I understood that the likely demise of some activities would factor into Tim's personal decision when or if to step down. I don't think I am any different in that regard.

Thanks.




And all of that demonstrates why educating board members is so important - possibly more so for communities who choose to self-manage. Often people do this because they think it's cheaper, but as you've seen, success does depend on the skill sets of the board and other community volunteers. Too often, people start doing the work, see how much is involved, and then take shortcuts because they don't realize or care it's not about what THEY want, but about the best interests of the community. People never extrapolate to the larger community - something may make sense for your home, but be a huge mistake for the entire community - I notice this a lot when people start talking about costs. Others seem to take leave of their common sense when it comes to the association, making things a lot more complicated than what they need to be.

While you're working out this policy regarding point people (a good start and I like Augustine's suggestions), you might want to consider establishing a policy and procedure manual that would address this and other issues. You already know about the materials on the CAI institute that would be a good start. That, plus reading your documents and looking at some of the conversations on this board can help all of you put something together. As you adapt best practices to your community, you may find you don't need to run to the manual for each and every situation, but will be able to apply careful thought to the issues and come up with good solutions.
KellyM3
(North Carolina)

Posts:1811


08/17/2021 6:32 PM  
Posted By JohnT38 on 08/14/2021 12:55 PM
The President simply tells the consultant that no payments will be authorized to him or her without official board approval. If this consultant has an ounce of common sense then the problem is solved.




This is the winning comment. Nice, clean and simple.
NpS
(Pennsylvania)

Posts:4216


08/18/2021 6:14 AM  
Posted By SheliaH on 08/17/2021 11:34 AM
And all of that demonstrates why educating board members is so important - possibly more so for communities who choose to self-manage. Often people do this because they think it's cheaper, but as you've seen, success does depend on the skill sets of the board and other community volunteers. Too often, people start doing the work, see how much is involved, and then take shortcuts because they don't realize or care it's not about what THEY want, but about the best interests of the community. People never extrapolate to the larger community - something may make sense for your home, but be a huge mistake for the entire community - I notice this a lot when people start talking about costs. Others seem to take leave of their common sense when it comes to the association, making things a lot more complicated than what they need to be.

While you're working out this policy regarding point people (a good start and I like Augustine's suggestions), you might want to consider establishing a policy and procedure manual that would address this and other issues. You already know about the materials on the CAI institute that would be a good start. That, plus reading your documents and looking at some of the conversations on this board can help all of you put something together. As you adapt best practices to your community, you may find you don't need to run to the manual for each and every situation, but will be able to apply careful thought to the issues and come up with good solutions.


Thanks Sheila.

I think that the CAI series on Best Practices is excellent. They're posted on our website. Never get any hits. We did modify the one on Financial Operations to suit our needs. It is a great guidepost. But unfortunately, most BMs here go along, but don't really engage in developing anything. So, no sense of ownership, and we still wind up revisiting things that should be settled as policy.

On the topic of whether people realize or care that it's not about what they want, I offer the following:

Yesterday, on a nearly 2 hour phone call between me and the BM who is the focus of this thread, one issue he raised was the section of the arborist's proposal that dealt with a line of trees behind 2 rows of houses that include his own. He went on and on about his own tree expertise and all the magnificent trees he had preserved, that all the different opinions of the affected owners should be considered and maybe we should make sure we know what they want, how all the complaints from his neighbors would come to him, and that certain actions on trees are irreversible.

I asked if he was wearing his homeowner hat or his BM hat. I also asked if he thought I was unaware of his neighbors' perspectives and if he thought that I hadn't shared their concerns with the arborist. On the topic of irreversibility, I asked him if he had the same concerns about the two trees that the Board decided to treat even though he voted that the Board should succumb to the wishes of the owners who wanted the trees taken down. (Those trees are in the next row from his row.)

As I closed out that section of the conversation, I said that I thought he was too close to the issue to think like a BM. I committed to revisiting his concerns with the arborist, but not until the arborist was on-site to work all that's in the proposal. I also said that I was prepared to pull the plug on the work behind his row if, after further discussion with the arborist, I thought that was the right thing to do.

It's that last sentence that got his attention. He wants the work done - But to suit his personal preferences - Which I made clear wasn't going to happen. I appreciated his concerns, but this was going to be an HOA project, not a make-everyone-affected-happy project.

As to why it took 2 hours for the call (the above discussion took around 30 minutes), it's because I wanted to see if it was possible to clear all his issues in a single call. Not surprisingly, that didn't happen. We closed with his saying that he's got some more things he'd like to discuss with me, but there isn't time now. He's going to write them up on a legal pads, and when he's ready, he'd like to chat again.

Did I make any progress? Maybe on his understanding that I'm in charge of this particular lane, and I'm not going to share it with him. But probably not on the distinction between personal and association decision making. To be sure, we'll be having similar discussions again.

Sikubali jukumu. Read all posts at your own risk.
NpS
(Pennsylvania)

Posts:4216


08/18/2021 6:18 AM  
Posted By KellyM3 on 08/17/2021 6:32 PM
Posted By JohnT38 on 08/14/2021 12:55 PM
The President simply tells the consultant that no payments will be authorized to him or her without official board approval. If this consultant has an ounce of common sense then the problem is solved.


This is the winning comment. Nice, clean and simple.



Thanks Kelly.

So you're in the camp that says all that matters is that the HOA doesn't pay for something that wasn't authorized for the HOA to pay.

Not sure how nice or clean that is given the complexity of interpersonal relations among Board members, but I do agree that it's simple.

Sikubali jukumu. Read all posts at your own risk.
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