Back Stabbing Board Members

I am the President of our HOA. Three of the Board members are absolutely ridiculous and completely uncooperative. They got together and tried to put me on a "probation" which our attorney said wasn't even legal. They claim they are upset because I do things and they aren't included.

I only do things that are needed to keep our troubled neighborhood going. They never have any ideas or stand up to take the lead on anything. I would love for them to help out but the only thing they seem to be concerned about is having the title of a Board member, but not doing any of the hands on work.

We have elections for two of them coming up in November. I also would really like for the other one to just go away.

Does anyone have any advice as to how I can get through the next few months without strangling someone???

Stephanie,
VALIUM!

Okay, now seriously. I read this post and I know that you are genuinly wanting to solve all of your communities problems and have your association running well. But you answered your own question as to what is the problem. You are not a Board of 1 but of several members. You are not to make decisions for the entire Board but to include them. There are other members on your Board who don't move fast enough for you. Hey, sometimes that is what happens. You have to take a deep breath and slow down. The others have opinions but they just aren't telling you what they are. Because they went into an effort to put you on "probabtion" (never heard of that) that means that they have something bugging them. Stop and slow down to hear others around you.

DonnaS - With all due respect you seem to have a penchant for drawing conclusion based upon only one side of information we are provided. Let's not make assumptions here. Perhaps Stephanie isn't the problem, perhaps it's like she posted, the other Board members won't step up, and not that SHE is making the decisions for the entire Board, rather they are not making decisions at all.

I would encourage any Board member, especially a President, seek participation, to delegate and do so in an open meeting documenting all responsibilities in the minutes with a follow-up action plan less than the amount of time before the next open meeting to further document the results.

DonnaS - Doing things that need to be done by people that won't do them is different than doing things that others will do but can't because no one will let them. It doesn't seem clear to me by anything that Stephanie wrote that she is deserved of any admonishment. Rather some detail needs to be provided first, then we can all judge and or advise her accordingly at that time. : )

Well we have positions that will be open and I have two awesome residents who are going to run. Something tells me that they will try to sabotage their campaigns though.

Thanks John,

Let me give you an example...Last year our Treasurer was supposed to put together a budget for the members to vote on. He handed me something but I'm still not sure what it was. When I tried to explain what the budget needed to entail, he still never revised it so I had to do it myself but then he got mad about that too.

They claim that I make decisions without including them but that has never happened. When I show them the emails that I sent proving that I did included them, they still never appologize for being wrong they just find something else to complain about.

Their problem is that everyone in the community (good and bad) turns to me for everything. When it's something bad, they don't care, when it's something good, they get upset because they don't get the pats on the back, but that's because they don't do anything. When I try to show them what the Covenant and Bylaws along with what State Law says, they still don't want to do things the right way. They treat being on the Board like and exclusive social committee instead of the buisness that it is. They just don't take it seriously.

Stephanie,
I don't doubt for a second what you are saying and I have said that I have been in your shoes also. Below is from my earlier post.

"Okay, now seriously. I read this post and I know that you are genuinly wanting to solve all of your communities problems and have your association running well. There are other members on your Board who don't move fast enough for you. (Most people don't for me) Hey, sometimes that is what happens. You have to take a deep breath and slow down. "

Others are posting exactly what you will need to do and I agree fully with them. I started my reply to you with "VALIUM" and it was meant to go at you light heartedly. You want the best for your community as I do and many others do also. I am an "A" Type Personality. I want things done now and they should be done right. I expect that of myself as well and I think that your note to us tells me that we are alike. But I still stand by my earlier statements. :

(Thanks John)

Stephanie,

We also do "workshops " where we hammer out this stuff among ourselves and any members that show up and want to add their input. I think that seeing that some of the other Board members probably don't take their jobs seriously enough, getting some sessions where there is no voting but just information exchanges might also get them more involved.

Stephanie,

I can appreciate what you are saying. My daughter tried for months by email to try to get some response from other board members and nothing..she was left to either let the problmem get worse or take unilateral action. Needless to say one board member contacted her AFTER action was taken and complained. However, the other members never spoke up at board meetings. Personally, I think she did the right thing.

MaryA!,

I agree whole heartedly the board "should do this". I also agree that at the next board meeting she should explain why she had to take unilateral action and ask for more assistance (and make certain that is in the minutes). Suggesting that committees be formed is great in theory but not realistic...if you can't even get the board to perform or anyone else willing to run for the board what chance is there to form committees? Sometimes you just have to do what you have to do. My only suggestion is to get new blood on the board if you can find anyone willing to put in the time.

Gerald I have follow much advise that you have given to other folks.

Anyway...I have delegated respponsibility to these folks hoping that it would inspire them to want to help make a great community. I gave them all a committee to oversee in January. It's now August and not one of those committees is active, not one of those committees has had an event, not one of those committees has any members. I have four (and 1 ad hoc) committees on my plate compaired to their one, and each of my committees is active in the neighborhood.

I'm am going to reinstate the Task List that we were using in the begining and no one paid attention to it. I'm sending it out tomorrow. This will be documentation of the fact that they aren't doing anything. I'm so tired. With a community of over 330 homes, I just can't do it all by myself.

I totally agree with you Susan. I gave each BOD a committee in January, and they have done nothing with them. I just don't know what to do from here.

Susan, we all decided that we needed a summer break. Nothing is getting done and I needed time to seek some other advise as to how to handle this.

The break isn't going to well though because I still have a million calls and emails from residents that need things done.

We are a new community that just had it's transition meeting last July. Most of our residents are first-time home buyers and just don't understand what being a member of a HOA is all about. I can deal with that, but the BOD that haven't even taken the time to read our CC&Rs and expect me to hand them everything on a platter, is just not acceptable.

I think I forgot to mention that the Board Secretary and Vice Secretary have not produce ANY minutes in a years time. The only minutes that have been done are the ones I took the time to do along with everything else I have to do.

Donna, I have never made an initial decision that wasn't voted on first. Our attorney told us that us that if a vote has already been taken on a matter and a decision has been made (e.g. the amenities area) then, I can move forward in the best interest of the community and execute actions within that scope.

Stephanie,
I went to your Georgia Homeowners Code and have copied this for you. You said that the others are "reluctant" to let any members in to your meetings but I believe the code allows the membership to attend. I also think that the Georgia Code is really poorly written and vague at best.

Georgia Code 44-3-220, 226

44-3-230.
Meetings of the members of the association shall be held in accordance with the provisions of the association´s bylaws and in any event not less frequently than annually. Notice shall be given to each lot owner at least 21 days in advance of any annual or regularly scheduled meeting and at least seven days in advance of any other meeting and shall state the time, place, and purpose of such meeting. Such notice shall be delivered personally or sent by United States mail, postage prepaid, to all lot owners of record at such address or addresses as designated by such lot owners or, if no other address has been so designated, at the
4

Mary,
I guess that I don't understand then what is the difference between Board and member meetings. Who leads or heads the members metings? My experiences have been that all members attend either Board meetings or the Annual meetings. Really, I cannot tell the difference.

Georgia POAA does distinguish between "meetings of the members" and board meetings. 443-23 "(1) Detailed minutes of all meetings of the members of the association and of the board of directors;"

Member meetings often mean the annual meeting, whereas Board meetings happen more frequently, are regularly scheduled.

However, Georgia POAA does npt state "member meetings", it states "meetings of the members of the association". The later of which, to me at least, is a little more broad. To me it means a Board meeting can be a "meeting of the members of the association" if the Board meeting is open to all owners.

My suspicion is that notice requirements and the cost (time/money) attached thereto is ONE of the reasons that Board meetings became closed to all owner members. Not so much that there was a reason to hide something, hence to close a meeting to the owners, rather pure laziness and or expense. Once the meetings became closed the Board realized, "...hey we can get a lot more done without all the yahoo interruptions", or something to that effect. But I digress.

An exact citing of Georgia Property Owner's Association Act is as follows:

44-3-230.
Meetings of the members of the association shall be held in accordance with the provisions of the associatiońs bylaws and in any event shall be called not less frequently than annually.

My Interpretation: There needs to be at least one annual meeting of the members, and it needs to be held in accordance with the by-laws.

Notice shall be given to each lot owner at least 21 days in advance of any annual or regularly scheduled meeting and at least seven days in advance of any other meeting and shall state the time, place, and, for any special meeting, purpose of such meeting.

My Interpretation: Regardless of what the by-laws state, there are state governed notice requirements as detailed above. Because notice of any regularly scheduled meeting is required at least 21 days in advance, the Board would be wise to develop a schedule of meetings of the members and provide it at least once a year, with updates. Any other meeting of the members such as a special meeting requires at least 7 days advance notice.

Such notice shall be delivered personally or sent by United States mail, postage prepaid, statutory overnight delivery, or issued electronically in accordance with Chapter 12 of Title 10, the 'Georgia Electronic Records and Signatures Act,' to all lot owners of record at such address or addresses as designated by such lot owners or, if no other address has been so designated, at the address of their respective lots. At the annual meeting, comprehensive reports of the affairs, finances, and budget projections of the association shall be made to the lot owners.

This is pretty self explanatory.

Gerald,

You stated: "However, Georgia POAA does npt state "member meetings", it states "meetings of the members of the association". The later of which, to me at least, is a little more broad. To me it means a Board meeting can be a "meeting of the members of the association" if the Board meeting is open to all owners."

Sorry, but your assumption is incorrect. Just because board meetings are open to the members does not make a board meeting a meeting of the members. The distinction between the two is that, although members may be present, their presence is not counted to meet the quorum and they do not vote on any business transacted. If no members, other than the board members, showed up at a board meeting, the meeting would still be held and business would still be transacted. They are NOT required to be there because it isn't their meeting!

BTW, "member meetings" and "meetings of the members of the assn" is one and the same. There are no other "members" of an HOA but the "members of the assn"!

I know we all state our opinions on this forum. But, please believe me when I say, THIS IS NOT JUST MY OPINION, THIS IS FACT!!

Board members are still members of the community and in my experience members have a valuable say in board meetings. Just because their time is limited on what they can do or say their presence and their voice is important. I have always disagreed with the term Board of Directors Meetings because to me it gives the impression that the meeting isn't open to other members. When I was President we always referred to our meetings as member meetings and made sure to invite all members to attend. Maybe I am wrong in my thoughts, but community apathy isn't helped with Labels such as these in my opinion.

Brad,
I am sure that Mary and all of the rest of us agree with you whole heartedly. I know that I sure do. What I try to get across to others here is that in Florida(That's the laws that I know best), there are only 2 kinds of meetings addressed in the Statutes. Board meetings and Annual meetings. Both of these are meetings where the membership attends. Both allow for membership input, Board meetings requireing a written notification to the Board that a member wants to address the Board, The Not For Profit Corp Statutes allow for Exect. meetings. Committee meetings are not an issue. So basically, by not allowing members to be involved in any meeting is like you said, not productive and encourages owner apathy. Thanks for the post.

I disagree, but that is my opinion, and I am well aware of the difference in what you call a "member meeting" and a "Board meeting". My only point is instead of building a wall between the members and the board and then complaining about apathy, maybe try something a little indirect to bring down that wall...Rules are fine and lead to organized life, but discovery happens when you veer off the path of normalcy.

While we're on the subject of the Georgia POA statute, let me hasten to point out that this law does NOT automatically cover all HOAs in the state. In fact, an HOA's declarations must specifically include the association as being subject to the statute.

So, as with so many other things, the first place to go is to the Declaration of Protective Covenants & By-laws of the HOA to see if the statute even applies.

Gerald - I think you've missed my point .. .. while you correctly quote the law, the law itself specifically states that in order to be governed by THIS LAW, the HOA must specifically declare itself subject to it.

Section 44-3-222 of the code states:

"Any declaration or amendment intending to bring or avail a development of the benefits and provisions of this article shall state an affirmative election to be so governed."

Law firms in GA that specialize in Community Association Practice are constantly having to remind HOAs that they ARE NOT SUBJECT to this law unless they ask to be.

Gerald,

Well just think about it, Gerald. If it's a meeting of the members shouldn't they be authorized to conduct the business? You know -- make motions; vote; make decisions? However, as I said to Brad, the board can call their meeting anything they like; but there is a distinct difference between a true members meeting and a true board meeting. When those terms are used in a discussion forum such as this, the correct meaning of the two terms should be used when offering opinions.