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paul545

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  1. Basically, we had a new employee hire. The employee was not able to perform the basic job functions as described in the job offer. The day of the 3 month review to determine if this employee would be hired , the employee sent an email accusing board member a of creating a hostile work environment. It was clear from the email that this employee was possibley setting up a pretext for a lawsuit . The accusations were untrue. The board members who had interaction with office manager told the other board members this employee was trying to divide the board and deflect attention. Despite the board members who had interacted with the property manager giving statements that did not support employees claims. Two of the board members proceeded to have the attorney take actions as if the claims were true. These board members did not have the board approval to contact the attorney. blah blah blah.. we have hired a parliamentarian. the problem is a parliamentarian suggests , they don't have any real authority. And it seems that every objection made by board member a. the parlimentarian gives a workaround..
  2. One board member resigned last year. Because of Covid, the annual elections in february never actually occurred. The board was operating with 8. then one resigned for family reasons. another resigned because he was fed up. and then the president resigned because he was acting outside his authority and kept getting called out on it.(the actions he was taking required a board decision, he was making the decisions then coming to the board to get them approved)
  3. Hi, there is a extreme animosity amongst the hoa board I am on. The board is defined as 9 people. Only 5 remained. one of the board members A. continued to push to fill the empty seats.(our bylaws state,, empty seats SHALL be filled) , the other 4 B,C,D, E saw no reason to fill the seats and claimed there was no time period in which they were required to fill the seats.(true, no time frame is specified in the bylaws) 3 (B C D )of the board members got together with the hoa attorney and made decisions and took action. The one board member A. who the other board members are trying to eliminate was not notified of the meeting. Turns out, that our hoa requires 5 board members present to constitute a quorum. Board member A was never notified of the secret meeting. The next meeting agenda came out and had items on the agenda that said,,"ratify actions taken at meeting on sept 2" When that board member A protested, the attorney stated that they didn't have to invite the board member because it was a conflict of interest since the board was meeting to take actions that were based "behavior" of board member A. Board member A objected and stated that the entire meeting was invalid because there was no quorum . Any actions at that invalid meeting can't just be ratified at the next meeting. Since there was no meeting. No notification to member A. And member A was not even aware of what was going on. what is the proper procedure to nullify the decisions and actions taken at the secret meeting. Can the failure to notify member A be used to nullify any actions.
  4. Yes, in this case the board elected the officers from the remaining board members. The bylaws state that vacancies on the board SHALL be filled by the remaining board members. We did have a parliamentarian present. He said he could find nothing in our documents that said one must happen before the other. However, He said common sense would say that the empty board seats should be filled first , and then the officers elected. This would allow all of the board members to be involved in selecting the new officers. The board who didn't want to hear this said, thanks for your advise, we aren't going to follow it. By filling the officers seats first, they are attempting to make sure the current board members retain all the power that an officer position can entail.
  5. a board usually has wiggle room between the number of positions and the number required for quorum. If quorum is barely being met at meetings. There either are unfilled vacancies on the board or several board members aren't attending meetings as they agreed to when they took on the position on the board.
  6. Are the board members that were present at the quorumless meeting allowed to ratify their actions and decisions at the next meeting where there is a quorum without reconsideration and discussion that includes a full quorum.
  7. Hi, I am on a board that is defined in our bylaws as consisting of 9 members. currently only 5 seats are filled. The other 4 members have resigned over the past 2 or 3 months. The bylaws do state, vacancies of the board caused by resignation SHALL be filled by a majority vote of the remaining members. Also,our bylaws are silent as to when to elect new officers in situation where the officers resign. Our bylaws do stipulate that Officers shall be elected annually at the first meeting after the newly elected board is elected. Our bylaws do say that any officer can be removed at any time by majority vote of the board. However, there is nothing in the bylaws that states the procedure to follow if the officers resign. Here is what has currently happened. there are only 5 remaining board members. 3 of the 4 resignations came from board members who held officer positions. After numerous requests by a single board member for the board to properly fill the vacant seats on the board, the board agreed to do so at the last meeting. Then at the meeting, the board declined to fill the vacant seats( despite 3 qualified owners having submitted their bios and attended the meeting for said purpose of filling the seats) additionally, 3 of the board members motioned and then elected by majority themselves to president , vp and secretary. I objected. This is clearly an attempt to prevent dilution of these members power as it currently stands. Is the board required to fill the vacant officer positions. Can they do this before filling the vacant board seats. Is there anything that would nullify what the board did. logically, the empty seats should have been filled first. This would allow the new board members to participate in selection of officers and also permit them to be considered for officer positions.
  8. Atul, what would be the variant of reconsider you refer to that you don't believe are permitted.
  9. If there was no quorum at a meeting, or a meeting loses quorum then there is no meeting. Any actions mistakenly taken after a meeting loses quorum will have to be reconsidered and discussed with all of the board members at such time that the board reschedules the meeting with a quorum present.
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