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Subject: HOA Due's Exemption for BOD - Valid?
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Author Messages
AugustinD


Posts:1937


08/17/2021 7:18 PM  
MaxB4, quit evading. Man up and own that California Civil Code Section 4230 says nothing like what you claim it says.
MaxB4
(California)

Posts:1614


08/17/2021 7:39 PM  
Posted By KerryL1 on 08/17/2021 7:13 PM
oOOOps, sorry, Dan. I'm relying about your remarks & questions.

Max, there is NO statute that says a CA HOA must send a draft of restated CC&Rs to owners for a 30-day comment period. You misread your own citation as it ONLY appleid to the developer's meeting activities, blah, blah, but NOT to almost all other portions of an HOA's CC&Rs. I'm curious if you'll own your error.

Ah, beautiful sunset over the ocean-think I'll hop into my 1955 MGTF to buzz over to a nearby beach & enjoy it.




Both you and your sidekick Augie need to do some research in how documents are amended. It's not just about reading citations or state codes, it's also about how an attorney interprets that statue. You claim to be an expert and you supposedly are in charge of the re-write of your CCRs. You should know from the very beginning how the process works and what it takes to get passed by the members, instead of being a waste of money.

Jeff, excuse me, Dan has my email address if he wants help.

Goodnight!
KerryL1
(California)

Posts:8734


08/18/2021 12:24 PM  
What Max just wrote is complete nonsense. His citation is easy for anyone to understand and our HOA attorney with whom our Board has met several times over the past couple of years on restating our CC&Rs would never interpret the passage as Max does. I won't even ask our GC as he seems, so far, to think I understand our Complex CC&Rs pretty well.

De[site Max been completely wrong in this instance, Dan, he really may be able to help you. I'm not sure anymore what it is you're trying to learn
MaxB4
(California)

Posts:1614


08/18/2021 12:32 PM  
Posted By KerryL1 on 08/18/2021 12:24 PM
What Max just wrote is complete nonsense. His citation is easy for anyone to understand and our HOA attorney with whom our Board has met several times over the past couple of years on restating our CC&Rs would never interpret the passage as Max does. I won't even ask our GC as he seems, so far, to think I understand our Complex CC&Rs pretty well.

De[site Max been completely wrong in this instance, Dan, he really may be able to help you. I'm not sure anymore what it is you're trying to learn



I have gotten 6 of 6 re-writes approved by the membership, all within a year of starting the process, without foolishly wasting HOA money, so how is that wrong or nonsense?

I have read your CCRs, complex they are not.
KerryL1
(California)

Posts:8734


08/18/2021 2:03 PM  
How do Augustin, or Max or anyone else interpret the below from Dan's Bylaws. This quorum matter does seem to be an interest of Dan's.


From Dan's Bylaws: "Quorum:. a quorum shall consist of members of the Association entitled to cast fifty percent (50%) of the membership vote, proxies being allowed. If,
however, such quorum shall not be present, there SHALL BE AN ADJOURNED MEETING to a time not less than forty-eight (48) hours nor more than
thirty (30) days from the time of the original meeting, at which meeting the quorum requirement shall be members entitled to cast twenty-five
(25%) of the vote of the Association membership..."


I think it says the HOA must pick a date to which to adjourn a membership meeting if quorum is not reached. If it does not, what DOES it say?
AugustinD


Posts:1937


08/18/2021 2:43 PM  
KerryL1, ugh, a hypothetical. But I'm game for this one. If the HOA does not set a date as prescribed, I figure it gives any member of DanS46's the usual rights to pursue IDR et cetera under California law, with the practical caveat that, "An obstreperous HOA board is an obstreperous HOA board. The board might cooperate. It might not."
KerryL1
(California)

Posts:8734


08/18/2021 5:08 PM  
But, Augustin, Am I reading it correctly? Adjourning a membership meeting, let's say an election, when there isn't a quorum is required in Dan's HOA?
KerryL1
(California)

Posts:8734


08/18/2021 5:27 PM  
Well, see, Max, this is why I worry a bit about you advising Dan. That you completely miscited Civil Code and won't man up to your error is a problem. And it has nothing to do with how many CC&Rs restatements or rewrites you're helped with. NOT ONE THING.

You're already said you don't manage high rises, so have no experience with them. You noted the HOA you resided in long ago had 20 vendors. But since that was just a big detached home project, it's CC&Rs probably weren't complex.

Our HOA attorney has said more than once of the 1,000 CC&Rs he's been involved with amending, restating, etc., over the years, ours is among the 10 most complex. The CFO and a VP of our good-sized MC, who's a CPA, and has a few CAI credentials too, has said the SAME EXACT thing. As a director in my community's corporation, I'm correct in taking their word over yours just in case you really have read our CC&Rs. (Kinda creepy.)
AugustinD


Posts:1937


08/18/2021 5:36 PM  
Posted By KerryL1 on 08/18/2021 5:08 PM
But, Augustin, Am I reading it correctly? Adjourning a membership meeting, let's say an election, when there isn't a quorum is required in Dan's HOA?
By any chance are you not aware of the meaning of "adjourned meeting"? It does not mean what I think most non-parliamentarian types think it means. (I too had to look it up a year ago when LaskaS had a question about the meaning of this phrase. From that thread:

“Adjourned meeting” does not mean what I suspect the average person thinks it means. The phrase is used a lot in corporate bylaws nationwide and in England. The phrase comes from parliamentary rules. From https://en.wikipedia.org/wiki/Adjournment#Adjourned_meeting :

==== Start Wiki Definition of “Adjourned Meeting” ===
An adjourned meeting is a term used in parliamentary procedure to mean a meeting that is continued from the previous meeting. The motion to fix the time to which to adjourn sets up an adjourned meeting, which is part of the same session (series of related meetings).

Despite the name, an adjourned meeting is not related to the act of adjourning (i.e. "an adjourned meeting" does not mean "a meeting that has been adjourned"). To reduce this confusion, an adjourned meeting is sometimes called a "continued meeting".

An adjourned meeting is set up to complete the business of the assembly. After an adjourned meeting is scheduled, an item of business could be postponed to that meeting.⎗]

The adjourned meeting must be scheduled before the next regular meeting of the assembly.Ε]
=== End Definition ===

In short, the latter says an “adjourned meeting” means “continued meeting.” For example, an agenda item may come up that requires the board to meet with the attorney in executive session. The board could adjourn for half an hour to do so, then resume the meeting. Or suppose a director gets a call from home, resulting in the director having to leave for half an hour, and quorum is lost. The meeting could adjourn for half an hour and then, once quorum is restored, it could resume.

For some corporations, city councils, parliaments, corporate boards et cetera, the resumed meeting is called an “adjourned meeting.” Perhaps it’s from Olde England or something. Until one gets used to this phrase, I think the phrase is way confusing.
JohnC46
(South Carolina)

Posts:11667


08/18/2021 5:36 PM  
We can all agree that Covenants, Bylaws, etc. change not only from state to state but from association to association within a state. I believe Kerry has a good understanding of her docs so when push come to shove, I side with her concerning her docs.
JohnC46
(South Carolina)

Posts:11667


08/18/2021 5:40 PM  
Posted By JohnC46 on 08/18/2021 5:36 PM
We can all agree that Covenants, Bylaws, etc. change not only from state to state but from association to association within a state. I believe Kerry has a good understanding of her docs so when push come to shove, I side with her concerning her docs.




ADD ON

For several years up to and after our transition our biggest complainer/distractor kept complaining based on his understanding of FL High Rise Docs, not SC Standalone Home HOA Docs. After few go arounds, he realized such and faded into the background.
MaxB4
(California)

Posts:1614


08/18/2021 5:44 PM  
You need to learn how to be a little more insulting. It suits you.
MaxB4
(California)

Posts:1614


08/18/2021 7:24 PM  
Posted By AugustinD on 08/18/2021 5:36 PM
Posted By KerryL1 on 08/18/2021 5:08 PM
But, Augustin, Am I reading it correctly? Adjourning a membership meeting, let's say an election, when there isn't a quorum is required in Dan's HOA?
By any chance are you not aware of the meaning of "adjourned meeting"? It does not mean what I think most non-parliamentarian types think it means. (I too had to look it up a year ago when LaskaS had a question about the meaning of this phrase. From that thread:

“Adjourned meeting” does not mean what I suspect the average person thinks it means. The phrase is used a lot in corporate bylaws nationwide and in England. The phrase comes from parliamentary rules. From https://en.wikipedia.org/wiki/Adjournment#Adjourned_meeting :

==== Start Wiki Definition of “Adjourned Meeting” ===
An adjourned meeting is a term used in parliamentary procedure to mean a meeting that is continued from the previous meeting. The motion to fix the time to which to adjourn sets up an adjourned meeting, which is part of the same session (series of related meetings).

Despite the name, an adjourned meeting is not related to the act of adjourning (i.e. "an adjourned meeting" does not mean "a meeting that has been adjourned"). To reduce this confusion, an adjourned meeting is sometimes called a "continued meeting".

An adjourned meeting is set up to complete the business of the assembly. After an adjourned meeting is scheduled, an item of business could be postponed to that meeting.⎗]

The adjourned meeting must be scheduled before the next regular meeting of the assembly.Ε]
=== End Definition ===

In short, the latter says an “adjourned meeting” means “continued meeting.” For example, an agenda item may come up that requires the board to meet with the attorney in executive session. The board could adjourn for half an hour to do so, then resume the meeting. Or suppose a director gets a call from home, resulting in the director having to leave for half an hour, and quorum is lost. The meeting could adjourn for half an hour and then, once quorum is restored, it could resume.

For some corporations, city councils, parliaments, corporate boards et cetera, the resumed meeting is called an “adjourned meeting.” Perhaps it’s from Olde England or something. Until one gets used to this phrase, I think the phrase is way confusing.



All that mumbo, jumbo means nothing. The question is, since membership meetings have to be run using a recognized parliamentary procedure, how is the meeting adjourned?
MaxB4
(California)

Posts:1614


08/18/2021 7:43 PM  
Posted By KerryL1 on 08/18/2021 5:27 PM
Well, see, Max, this is why I worry a bit about you advising Dan. That you completely miscited Civil Code and won't man up to your error is a problem. And it has nothing to do with how many CC&Rs restatements or rewrites you're helped with. NOT ONE THING.

You're already said you don't manage high rises, so have no experience with them. You noted the HOA you resided in long ago had 20 vendors. But since that was just a big detached home project, it's CC&Rs probably weren't complex.

Our HOA attorney has said more than once of the 1,000 CC&Rs he's been involved with amending, restating, etc., over the years, ours is among the 10 most complex. The CFO and a VP of our good-sized MC, who's a CPA, and has a few CAI credentials too, has said the SAME EXACT thing. As a director in my community's corporation, I'm correct in taking their word over yours just in case you really have read our CC&Rs. (Kinda creepy.)



A few years ago you had an issue with your management company billing some of your units incorrectly because of how the assessment ratio was calculated. Based on the links I provided below, anyone could do a search to find your property and with any luck a copy of your CCRs. In 20 minutes I had a copy and the assessment ratio calculated based on the allocation exhibit. I currently have 10 condos that use a assessment based on square footage and 2 that are mixed used.

CCRs are CCRs. You still have to put your pants on one leg at a time.

https://www.hoatalk.com/Forum/tabid/55/forumid/1/postid/143403/view/topic/Default.aspx
https://www.hoatalk.com/Forum/tabid/55/forumid/1/postid/124210/view/topic/Default.aspx
https://www.hoatalk.com/Forum/tabid/55/forumid/1/postid/218130/view/topic/Default.aspx

There are a number of probably well-educated lawyers stating Trump won the 2020 election. Should I take their word for it?
MaxB4
(California)

Posts:1614


08/18/2021 7:54 PM  
Posted By KerryL1 on 08/18/2021 2:03 PM
How do Augustin, or Max or anyone else interpret the below from Dan's Bylaws. This quorum matter does seem to be an interest of Dan's.


From Dan's Bylaws: "Quorum:. a quorum shall consist of members of the Association entitled to cast fifty percent (50%) of the membership vote, proxies being allowed. If,
however, such quorum shall not be present, there SHALL BE AN ADJOURNED MEETING to a time not less than forty-eight (48) hours nor more than
thirty (30) days from the time of the original meeting, at which meeting the quorum requirement shall be members entitled to cast twenty-five
(25%) of the vote of the Association membership..."


I think it says the HOA must pick a date to which to adjourn a membership meeting if quorum is not reached. If it does not, what DOES it say?



I posted this to Dan on the first page, but you were too busy insulting me.

https://www.davis-stirling.com/HOME/No-Quorum
MaxB4
(California)

Posts:1614


08/18/2021 7:54 PM  
Posted By KerryL1 on 08/18/2021 2:03 PM
How do Augustin, or Max or anyone else interpret the below from Dan's Bylaws. This quorum matter does seem to be an interest of Dan's.


From Dan's Bylaws: "Quorum:. a quorum shall consist of members of the Association entitled to cast fifty percent (50%) of the membership vote, proxies being allowed. If,
however, such quorum shall not be present, there SHALL BE AN ADJOURNED MEETING to a time not less than forty-eight (48) hours nor more than
thirty (30) days from the time of the original meeting, at which meeting the quorum requirement shall be members entitled to cast twenty-five
(25%) of the vote of the Association membership..."


I think it says the HOA must pick a date to which to adjourn a membership meeting if quorum is not reached. If it does not, what DOES it say?



I posted this to Dan on the first page, but you were too busy insulting me.

https://www.davis-stirling.com/HOME/No-Quorum
KerryL1
(California)

Posts:8734


08/18/2021 8:31 PM  
Thanks for the explanation, Augustin. I think I have a vague understanding that adjourned including in the sense that's in Dan's Bylaws means continued. And I think his Byalw article means the meeting is required to be continued. All that remains is the assembly choosing a date, right?

We meet in executive session before our open board meeting and sometimes we cannot finish ES biz before the open meeting. So...a director motions and a someone seconds that we adjourn until immediately following the open meeting when we will "reconvene." Yep, my 13+ years on our board and we've never adjourned to a continued meeting -- ever-- except as noted, which fits your example.

So in Dan's case, if there is a lack of quorum, an owner would motion: "I move that we adjourn this meeting until a time between xx & xx per Bylaws xxx." would that work for Dan? And doesn't that suggest he get as many as possible to attend th e annual meeting in case they must adjourned?

Pretty funny, Max, if you think our variable assessment schedule for residential owners only (not our commercial owners) is simple and is uber common, you are right! Our complexity lays elsewhere.

Our GC has guided us pretty well over the past 5 or so years. I trust him.
MaxB4
(California)

Posts:1614


08/18/2021 9:31 PM  
Posted By KerryL1 on 08/18/2021 8:31 PM
Thanks for the explanation, Augustin. I think I have a vague understanding that adjourned including in the sense that's in Dan's Bylaws means continued. And I think his Byalw article means the meeting is required to be continued. All that remains is the assembly choosing a date, right?

We meet in executive session before our open board meeting and sometimes we cannot finish ES biz before the open meeting. So...a director motions and a someone seconds that we adjourn until immediately following the open meeting when we will "reconvene." Yep, my 13+ years on our board and we've never adjourned to a continued meeting -- ever-- except as noted, which fits your example.

So in Dan's case, if there is a lack of quorum, an owner would motion: "I move that we adjourn this meeting until a time between xx & xx per Bylaws xxx." would that work for Dan? And doesn't that suggest he get as many as possible to attend th e annual meeting in case they must adjourned?

Pretty funny, Max, if you think our variable assessment schedule for residential owners only (not our commercial owners) is simple and is uber common, you are right! Our complexity lays elsewhere.

Our GC has guided us pretty well over the past 5 or so years. I trust him.



Maybe read this when you have a chance.

https://www.davis-stirling.com/HOME/Adjournment
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