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HOA boards use of executive session


Guest Catalina6026
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Guest Catalina6026

Can an HOA board use an executive session on a topic that concerns all homeowners, such as architectural guidelines? I thought topics that qualified for closed session were limited to possible litigation, personnel issues, homeowners in arrears on dues, etc.  

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16 minutes ago, Guest Catalina6026 said:

Can an HOA board use an executive session on a topic that concerns all homeowners, such as architectural guidelines? I thought topics that qualified for closed session were limited to possible litigation, personnel issues, homeowners in arrears on dues, etc.  

There is no such limitation in Robert's Rules of Order.

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2 hours ago, Guest Catalina6026 said:

Can an HOA board use an executive session on a topic that concerns all homeowners, such as architectural guidelines? I thought topics that qualified for closed session were limited to possible litigation, personnel issues, homeowners in arrears on dues, etc.  

If such a limitation exists, it would be found in applicable law, not in RONR.

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1 hour ago, Josh Martin said:

If such a limitation exists, it would be found in applicable law, not in RONR.

If your state has laws that govern meetings of deliberative assemblies like HOA boards, that is where you may find such info.

In some places they are called “sunshine” laws and/or “open meeting” laws.

In other discussions on this forum, it has been noted that if there are state laws that define or limit what can be done in executive sessions, those trump what RONR might say about executive session.

Here is a graphic that shows a hierarchy of where parliamentary rules fit in to statutes and governing documents, etc:

https://www.lawoforderblog.com/wp-content/uploads/sites/23/2019/03/TheLawOfOrder_LawsBylawsRobertsRules_2019_v5_PRINT.pdf

Edited by .oOllXllOo.
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1 hour ago, .oOllXllOo. said:

If your state has laws that govern meetings of deliberative assemblies like HOA boards, that is where you may find such info.

In some places they are called “sunshine” laws and/or “open meeting” laws.

In other discussions on this forum, it has been noted that if there are state laws that define or limit what can be done in executive sessions, those trump what RONR might say about executive session.

Here is a graphic that shows a hierarchy of where parliamentary rules fit in to statutes and governing documents, etc:

https://www.lawoforderblog.com/wp-content/uploads/sites/23/2019/03/TheLawOfOrder_LawsBylawsRobertsRules_2019_v5_PRINT.pdf

It can be a bit more complicated than that.

Rule Chart.pdf

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17 minutes ago, J. J. said:

It can be a bit more complicated than that.

Agreed.  The problem with the chart that Nosey linked to is that it has the parliamentary authority and special rules of order at the same level.  With RONR, at least, that is not correct.  Special rules or order trump the rules in the parliamentary authority.

A problem with both the link posted by Nosey and the one posted by J.J. is that they both omit the organization's constitution. The  constitution trumps the bylaws in organizations that have both.

So, yes, it's a bit more complicated than that, but both charts are a good (but incomplete) guide.

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1 hour ago, Richard Brown said:

Agreed.  The problem with the chart that Nosey linked to is that it has the parliamentary authority and special rules of order at the same level.  With RONR, at least, that is not correct.  Special rules or order trump the rules in the parliamentary authority.

A problem with both the link posted by Nosey and the one posted by J.J. is that they both omit the organization's constitution. The  constitution trumps the bylaws in organizations that have both.

So, yes, it's a bit more complicated than that, but both charts are a good (but incomplete) guide.

Many organizations do not have constitutions; if they do they rank above the bylaws. 

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1 hour ago, Richard Brown said:

Agreed.  The problem with the chart that Nosey linked to is that it has the parliamentary authority and special rules of order at the same level.  With RONR, at least, that is not correct.  Special rules or order trump the rules in the parliamentary authority.

A problem with both the link posted by Nosey and the one posted by J.J. is that they both omit the organization's constitution. The  constitution trumps the bylaws in organizations that have both.

So, yes, it's a bit more complicated than that, but both charts are a good (but incomplete) guide.

Thank you, I had not seen that one.

i will forward it to the source of the one I posted, in case they want to make adjustments.

Is it fair to say that from a legal standpoint, the chart I posted is correct in that special rules and parliamentary rules are on the same “layer” as each other, regardless of how they are ordered within that layer?

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5 minutes ago, .oOllXllOo. said:

Is it fair to say that from a legal standpoint, the chart I posted is correct in that special rules and parliamentary rules are on the same “layer” as each other, regardless of how they are ordered within that layer?

From a procedural point, no.  One supersedes another. 

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19 hours ago, .oOllXllOo. said:

So could a board make a special rule of order that said they were going to suspend the entire set of parliamentary rules?

It depends. How was the current parliamentary authority adopted to begin with?

11 hours ago, J. J. said:

The could supercede almost all rules in RONR by means of a special rule. 

Yes, but that does not necessarily mean a special rule of order is sufficient to “suspend the entire set of parliamentary rules.” If the parliamentary authority is specified in the bylaws, for instance, only amending the bylaws would be sufficient to change the parliamentary authority.

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3 hours ago, Joshua Katz said:

Mr. Martin - for my own edification - where is the line drawn between piecemeal replacement and full suspension?

What I am saying is that if an organization has a parliamentary authority established in its bylaws, it may not adopt a special rule of order prescribing the use of some other parliamentary authority, or the use of no parliamentary authority at all. This was my interpretation of what was meant by “suspend the entire set of parliamentary rules.” I agree with Mr. Honemann, however, that “suspension” is not the right word for this, since this term refers to motions to suspend the rules, not to the adoption of rules which supersede rules in the parliamentary authority.

An organization certainly could, however, adopt such extensive special rules of order that parliamentary procedure within that organization bears little resemblance to the organization’s parliamentary authority. There are some cases in which certain rules must be established in the bylaws, but generally a rule of order in the parliamentary authority may be superseded by a special rule of order. Except with the cases of those rules which may be superseded only by a rule in the bylaws, there is no limit to the extent to which the assembly may deviate from the parliamentary authority through the adoption of special rules of order.

2 hours ago, .oOllXllOo. said:

Named in the By-Laws as what shall govern our corporate processes.

Then the organization could only use a different parliamentary authority (or no parliamentary authority) by amending the bylaws.

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11 hours ago, Josh Martin said:

Yes, but that does not necessarily mean a special rule of order is sufficient to “suspend the entire set of parliamentary rules.” If the parliamentary authority is specified in the bylaws, for instance, only amending the bylaws would be sufficient to change the parliamentary authority.

It depends how many special rules are adopted.  :)

A very good example is the US House.  They have  a parliamentary authority, Jefferson's Manual.  However, Jefferson's Manual has been largely superseded by rules adopted by the House.   

A society, by adopting numerous special rules may, effectively, supersede all most all of its parliamentary authority.  It is generally impractical to do so, but it is permissible. 

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8 hours ago, Guest Who's Coming to Dinner said:

"It seems to me" that this question was positively disposed of in Answer #3. Or did I miss something?

 

8 hours ago, Joshua Katz said:

I'd say in answer #1.

I agree with M. Katz. I believe he correctly answered it in answer # 1.

Answer # 3 reaffirmed what Mr. Katz said in answer # 1.  Or said it in a slightly different way.

Edited by Richard Brown
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Answer #1 correctly answered question #1

Answer #2 said the same thing in a slightly different way because it was in response to question #2 which was asked in a slightly different way.

Thereafter, unfortunately, someone other than the OP jumped in with a link to something or other and the thread went off in all sorts of different directions.  🙂

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