Non Board Members acting as Board

[Guest Sue S]

Our HOA association held a board meeting to inform us that 3 residents negotiated a deal with an outside attorney and developer  they never told acting board or management company. Nor are they on a committee pertaining to this item. This agreement had to be viewed by 2 outside counsel. Agreement was for 3 to get $50k contingent all residents forced to accept this. Can we charge 3 residents for attorney bills, ban them from future HOA meetings? What can Board do to stop this? One of 3 is past Board Officer. They continually interupt all board meetings too

[SaintCad]

Sounds like the HOA needs to contact an attorney.

As for RONR, you can have a member removed for creating a distubance if they refuse to come to order when directed by the Chair.

As for banning them from the meetings, what do your bylaws say about it?  If silent then read Chapter XX on the Big Book.

[Gary Novosielski]

Well, if the board was not informed, then I fail to see how this could be called an "agreement".  If they negotiated a deal with the developer, then I guess the developer is paying them.  I'm not sure why you would charge them for the attorney bills--didn't they pay the attorneys themselves?  Did they bill you?  Can you think of a reason not to throw the bill in the trash?  If I asked the other side for its view of the situation, what would they tell me?

But look, there's a lot (fishy) going on here; unfortunately not much of it is parliamentary in nature.  You'll have to untangle the legal stuff with lawyers.  I can't tell you how to stop it.  I can't figure out how it started.  If I were to go to a lawyer and draft an agreement that you had to send me $50K, would you send it to me?  If so, I'll be on the phone in 5 minutes.

Now, as to parliamentary matters, if you have rules that general members (non-board-members) can attend board meetings you can't ban them without due process, following either your own rules on discipline or failing that, the twentieth chapter (Ch. XX) in RONR 11th ed.   You can exclude non-board-members from one meeting at a time if they are disruptive. 

But I have to add that when some non-members repeatedly interrupt meetings, it may be uncomfortable to consider who should get the blame. If I were observing such a meeting, I would first blame the interrupting non-member, but soon would wonder whether the problem could be an ineffective presiding officer.  It is the duty of the presiding officer to protect the meeting from interruption.  This is best accomplished by addressing the problem firmly and early.  Non-members have no right to speak at all, except as your rules allow.  The mistake chairs often make is to engage the offenders on the basis of the subject they are concerned about, hoping to placate them.  It only encourages them to interrupt more.  When someone interrupts a meeting, the chair should stop business, and address the issue.  The issue is not what the offender is concerned about.  The issue is that the offender is speaking instead of being quiet.  That is the only issue that the chair should address. It is easy to be sucked into responding to what they are saying, which results in fruitless dialogs.  Resist.  Pretend they are speaking Greek. What they are saying does not matter; that they are speaking does. Correct an outburst, warn on a repetition, third strike yer out.

If there is a time set aside for general members to be heard, that's when they should make their views known. The board is free to say "Thank you," and not respond further.  Enforce any time limits fairly but firmly..  

[g40]

1 hour ago, Guest Sue S said:

Our HOA association held a board meeting to inform us that 3 residents negotiated a deal with an outside attorney and developer  they never told acting board or management company. Nor are they on a committee pertaining to this item. This agreement had to be viewed by 2 outside counsel. Agreement was for 3 to get $50k contingent all residents forced to accept this. Can we charge 3 residents for attorney bills, ban them from future HOA meetings? What can Board do to stop this? One of 3 is past Board Officer. They continually interupt all board meetings too

I also recommend consulting an attorney.

Our HOA association held a board meeting to inform us that . I wonder (probably legal not parliamentary) if by having this meeting (and the details of the meeting) as you describe - might indicate board/HOA endorsement of the matter.

[Joshua Katz]

3 hours ago, Gary Novosielski said:

Now, as to parliamentary matters, if you have rules that general members (non-board-members) can attend board meetings you can't ban them without due process, following either your own rules on discipline or failing that, the twentieth chapter (Ch. XX) in RONR 11th ed. 

Isn't such a rule in the nature of a rule of order, or at least pertaining to meetings?  If it's not in the bylaws, I think it can certainly be suspended.  If it's in the bylaws, maybe.  

2 hours ago, g40 said:

Our HOA association held a board meeting to inform us that . I wonder (probably legal not parliamentary) if by having this meeting (and the details of the meeting) as you describe - might indicate board/HOA endorsement of the matter.

I think that's pretty fact-dependent.  We don't really know what happened at the meeting.  I think it could well be a parliamentary question, though.  Were any actions taken? 

[J. J.]

6 hours ago, Guest Sue S said:

Can we charge 3 residents for attorney bills, ban them from future HOA meetings? What can Board do to stop this? One of 3 is past Board Officer. They continually interupt all board meetings too

While you cannot automatically ban them, if these individuals are disruptive, they can be removed from that meeting.  See Chapter XX.