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We recently held our annual meeting for our HOA.

Our Bylaws are silent on the matter of email voting. Last February, our then 7-member board motioned/voted to allow voting by email. I abstained.

We recently changed to a 5-member board.

One of our agenda items for the annual meeting was to make an addition to our Bylaws to legally allow email voting.

During our annual meeting (which had a clear quorum), a motion was made to allow the board to continue to vote by email, which they had been doing for about 3 years. There was debate. I brought up the fact that the original board vote in February was not in order and considered it to be a continuing breech. When a vote was finally taken, it was soundly agreed that the board would be allowed to vote on matters by email.

I recognize that our Board is subordinate to the Association. (Does this mean the continuing breech has gone away?) I have also been voted in as President of the Board for the next year, effective now.

I believe we should still formulate an addition to our Bylaws, have them approved by the Bylaw-required 2/3 vote for acceptance, and get them on file with our Registry of Deeds.

I think we should also define some specific instances where email voting should be a no-brainer, and in other cases, not recommended to vote by email. I think these should be inserted into our "Rules & Regulations Handbook".

I know much of the above is skirting the RONR processes or protocols, but I'd like to make sure that we proceed in these areas without getting ourselves into trouble down the road. Are we on the right path so far?

And, would appreciate any guidance for someone new to "presidential responsibilities" and only familiar with RONR for about a year now.

 

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Now that you are President of the Board you should refuse to conduct any votes by email until the Bylaws actually authorize it.  You can cite RONR p. 251(d), p. 263 ll. 15-22, and pp. 423-424.  Even though the Board may be subordinate to the General Membership I would strongly argue that the breach cannot be healed just by the Membership deciding the Board can use email voting since absentee voting can't be authorized even by a unanimous vote unless the Bylaws authorize it. 

I can't promise you won't get significant push-back from the Board and Membership for refusing to allow email voting even though the Membership said it was OK.  However, I would hope that after you provide them the citations they will recognize you were correct in your ruling.

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21 minutes ago, Newbie said:

I have also been voted in as President of the Board for the next year, effective now.

I believe we should still formulate an addition to our Bylaws, have them approved by the Bylaw-required 2/3 vote for acceptance, and get them on file with our Registry of Deeds.

First of all, congratulations on your election (or my deepest sympathies, as appropriate).

Yes, you should amend  the bylaws to allow e-mail voting (particularly since you have been doing it for some time now anyway!). Follow what Chris just wrote (he types faster than I do).  You might also, as a cya move, propose a motion, at a regular meeting, stating that the association ratifies (see RONR page 124) al actions adopted by e-mail in the past. Sort of a blanket after the fact approval.

For a newbie in office, I highly recommend getting a copy of

RONRIB:

"Roberts Rules of Order Newly Revised In Brief", Updated Second Edition (Da Capo Press, Perseus Books Group, 2011). It is a splendid summary of all the rules you will ever need in all but the most exceptional situations. And only $7.50! You can read it in an evening. Get both RONRIB and RONR (scroll down) at this link:

http://www.robertsrules.com/inbrief.html

Or in your local bookstore.

Get copies for your board members and committee chairs, as well.

And for "presidential responsibilities", see RONR p, 448 and p. 454ff.  Plus whatever may be in your bylaws.

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On 10/25/2019 at 2:27 PM, Chris Harrison said:

Even though the Board may be subordinate to the General Membership I would strongly argue that the breach cannot be healed just by the Membership deciding the Board can use email voting since absentee voting can't be authorized even by a unanimous vote unless the Bylaws authorize it. 

I believe this to be true. Unfortunately our past 3 boards have utilized email voting. Many have not heard of RONR; most don't really care. There are only a few staunch advocates supporting the correct process.

On 10/25/2019 at 2:27 PM, Chris Harrison said:

However, I would hope that after you provide them the citations they will recognize you were correct in your ruling.

As an example of the attitude that prevails within the group, the outgoing President's wife asked the question as to what the ramifications would be if we just ignored the rule stating we could not vote by email. The President of the board previous to that erroneously claimed that if the Bylaws didn't say we couldn't vote by email, then we could (or apparently do anything else the Bylaws didn't restrict). Yes, logically fallacious, but folks use whatever arguments they can put forth to try and get their way. I think for the next couple/three months we're going to continue with the faulty process until we can get our Bylaws amended. I'm not happy having to take this path, but I need to consider the positives of getting things done quickly while maintaining some semblance of harmony within the Association. Folks don't want to have to wait 30 days until the next board meeting to get an approval on replacing a shrub in front of their unit.

On 10/25/2019 at 2:41 PM, jstackpo said:

First of all, congratulations on your election (or my deepest sympathies, as appropriate).

Thanx. On some days either may apply; on other days both will likely apply.  🙄 

I already have copies of RONR, RONRIB, and RR for Dummies. I got them for Christmas last year after being elected to the board. One other director has the IB book, and I recently ordered 3 copies for the remaining directors (2 new to the board this year) that don't have copies. When I give copies to the directors, I'll welcome them to the revolution!  😄

On 10/25/2019 at 2:41 PM, jstackpo said:

You might also, as a cya move, propose a motion, at a regular meeting, stating that the association ratifies (see RONR page 124) al actions adopted by e-mail in the past. Sort of a blanket after the fact approval.

Well I was at least successful in getting us to ratify all email votes at our next regularly scheduled board meetings. So I'll celebrate that as a small win.

Thanx for all the suggestions.

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