Quorum

[Guest mark]

 

30% of the members must participate by attending or by proxy or by mailing in a ballot to establish a quorum whereby we conduct our annual election.

.   

We allow people to vote for board members by mail in ballot.  

Occasionally we have specific votes like changing our covenants.  We allow people to vote for these things by mail in ballot too. 

 

As long as we have 30 % participation; by being present, by giving a proxy to someone or by mailing in a properly filled out ballot, we all agree we can conduct an election.   

 

Our  lack of agreement is can we conduct other business.  Do we have a quorum just for the election or do those ballots that created a form for the election remain a source for having a quorum for things not on the election ballots.  

 

" Can we conduct other business?  Do those mailed in ballots equal being present and countable towards the 30% requirement to form a quorum for the purpose of conducting other business.  Or is the quorum established by those mail in ballots over once that election business is over.

 

I hope I am communicating.  Ca you give me any answers and perhaps where in Roberts Rules it covers such situations.

 

Do those election ballot, not proxies,( just ballots with check marks for who the homeowner want to elect to the BOD), establish a quorum  for conducting non election related business?

 

this is my first visit here and i am leaving my email because i don't know how else you could answer me.   thanks

markcroftocala@gmail.com

 

[Joshua Katz]

3 minutes ago, Guest mark said:

this is my first visit here and i am leaving my email because i don't know how else you could answer me.   thanks

markcroftocala@gmail.com

 

The way we can answer you is by replying to this message, like this. I do hope you check back and see this!

4 minutes ago, Guest mark said:

I hope I am communicating.  Ca you give me any answers and perhaps where in Roberts Rules it covers such situations.

 

It doesn't, because this is really a question about your rules. RONR does not allow absentee voting unless your bylaws do, which seems to be the case here. Presumably, your bylaws also give this 30% rule. Can you please post the precise text of those provisions? I'm not sure we can help with that, but I'm sure we can't even give any opinions without it. 

In addition to saying absentee voting cannot be done unless your bylaws authorize it (the default rule), RONR also gives some advice, key among that being not to count mailed in ballots with in person votes. But if your organization has done so, well, it's only advice. But you should consider the problems with doing so. For instance, what if nominations are reopened at the meeting? What if there's a motion on something else (presumably you require notice for everything, I guess) and it gets amended prior to voting?

[Richard Brown]

Agreeing with Mr. Katz, EXACTLY What do your bylaws say about your quorum requirement generally and EXACTLY what do they say, if it is different, about the quorum requirement for elections? Please quote verbatim, don’t paraphrase.

[Guest mark]

Thanks so much for the reply.  I hope this reference will be what you need.

 

http://www.websitea.com/majestic/Covenants/MO--Covenants2016.pdf
Our covenaants say this

AMENDMENTS TO DECLARATION Section 7.1 General Amendments. This Declaration may be amended only by the affirmative vote or written consent of a majority of the Members or by a majority vote of all Members in attendance, in person or by proxy, at a duly called meeting at which a quorum is present, in person or by proxy as governed by the current Florida Statutes.

http://www.websitea.com/majestic/Governing Documents/ByLaws/FinalProposedBylaws.htm
our By-laws say this

ARTICLE TWO

MEETINGS, QUORUM, VOTING, AND PROXIES

Section 1. Place of Association Meetings. Meetings of the Association shall be held at the principal office of the Association or at such other suitable place convenient to the Owners of lots as may be designated by the Board of Directors.

Section 2. Annual Association Meetings. The Association shall meet annually a minimum of 30 days, or a maximum of 45 days before the close of the calendar year as herein provided or initially set by the Board of Directors. After the first annual meeting, succeeding meetings shall be held on the anniversary date or within one week thereof in each year on such day as may be formally set by the Board.

Section 3. Special Association Meetings. It shall be the duty of the President to call a special meeting of the Association if so directed by resolution of the Board of Directors or upon a petition signed by at least twenty-five (25%) percent of the members of the Association. The notice of any special meeting shall state the time and place of such meeting and the purpose. No business shall be transacted at a special meeting except as stated in the notice.

Section 4. Notice of Association Meetings. It shall be the duty of the Secretary to mail or to cause to be delivered to the Owner of record of each lot a notice of each annual or special (Association) meeting, as well as the time and place where it is to be held. If an Owner wishes notice to be given at an address other than his or her lot, the Owner shall designate by notice in writing to the Secretary such other address. The mailing or delivering of a notice of meeting in the manner provided in this Section shall be considered service of notice.

Section 5. Adjournment of Association Meetings. If any meetings of the Association cannot be held because a quorum is not present, a majority of the Owners of lots who are present at such meeting, either in person or proxy, may adjourn the meeting to a time not less than forty-eight (48) hours from the time the original meeting was called. At such adjourned meeting at which a quorum is present, any business, which might have been transacted at the meeting originally called, may be transacted without further notice.

Section 6. Voting. The voting rights of the members shall be set forth in the Covenants.

Section 7. Proxies. A vote may be cast in person or by proxy. Proxies may be given to any member and shall be valid only if in writing and in form approved by the Secretary. Proxies shall be for the particular meeting designated therein and any adjournment and reconvening thereof, and must be filed with the Secretary before the appointed time of the meeting.

Section 8. Quorum at Association Meetings. Except as otherwise noted in these bylaws or in the Covenants, the presence in person or by proxy of 30%, (in accordance with the Florida Statutes) of the Owners of lots shall constitute a quorum at all meetings of the Association.

Section 9. Conduct of Association Meetings. The President shall preside over all meetings of the Association and the Secretary shall keep the minutes of the meeting and record, in a minute book or Association files, all resolutions adopted by the meeting as well as a record of all transactions occurring thereat. ROBERTS RULES OF ORDER (current edition) shall govern the conduct of all meetings of the Association when not in conflict with the Covenants or these Bylaws.

ARTICLE SIX
Section 5. Amendment. These Bylaws may be amended by members of the Association at any meeting called for that purpose, by the affirmative vote of a majority of all members of the Association in attendance, in person or by proxy, entitled to vote. Notice of such meeting shall be given to all members in accordance with these Bylaws and shall include a copy of the proposed amendments. Notwithstanding the foregoing, those provisions of these Bylaws, which are governed by said Covenants or by Florida law, may not be amended, repealed, or altered except as provided in said Covenants or by applicable law. No amendment to these Bylaws shall alter, modify, or rescind any right, title, interest, or privilege herein granted or accorded to the holder of any mortgage affecting any lot unless written notice of any meeting called for the purpose of mending these Bylaws shall be sent to the holders of any and all first mortgages affecting any of the lots, not less than thirty (30) days in advance of the meeting, setting forth the purpose of the meeting.

 

[Joshua Katz]

I don't see anything in here allowing for absentee voting at all, let alone for how it intersects with quorum. There is a proxy provision, but proxies are not the same thing as absentee voting.

But, if you were referring to proxies in your original post, then I don't see anything distinguishing elections from other motions. 

[Guest mark]

WOW... maybe you hit something I had just assumed.  They have been doing mail in ballots for as long as I have live here.  Maybe we are doing this all wrong.

Could you have mail in ballots under state statutes and as long as the association's documents didn't contradict it then you could do mail in ballot.  OR  do the documents have to specify that mail in is ok or you can't do it??

[Guest mark]

I just ran a search and "mail in"  or "absentee" is not a word in the document.  

florida Statute had the phrase "WRITTEN CONSENT."   Our documents do not.  

What about the articles of Incorporation.  Could they have anything about voting by absentee??

 

[Joshua Katz]

20 minutes ago, Guest mark said:

Could you have mail in ballots under state statutes and as long as the association's documents didn't contradict it then you could do mail in ballot.  OR  do the documents have to specify that mail in is ok or you can't do it??

State procedural laws take precedence over your governing documents, at least as far as RONR is concerned. I don't know what your state statutes allow; you'd need to contact an attorney in your state familiar with organizations of your type for that. But note that it is uncommon for such statutes to authorize voting by mail; they often allow for voting by mail if your bylaws allow it. So this would require careful analysis of the statutes and how they interact with your bylaws.

3 minutes ago, Guest mark said:

florida Statute had the phrase "WRITTEN CONSENT."   Our documents do not.  

 

Written consent, in most contexts, is also different from voting by mail.

3 minutes ago, Guest mark said:

What about the articles of Incorporation.  Could they have anything about voting by absentee??

 

They could, but do they? According to RONR, they take precedence to your bylaws. RONR also suggests putting the minimum allowed by law into your articles, though.

[Joshua Katz]

25 minutes ago, Guest mark said:

Maybe we are doing this all wrong.

It wouldn't be the first time that happened. But it's also possible that another section of your bylaws authorizes voting by mail.

[Guest mark]

Figured it out.   We use a "Limited Proxy" document not an absentee ballot.  The term it "Mail In Ballot (LIMITED PROXY) 

so that should actually answer the question.  IF it is a "LIMITED PROXY" then it is limited to the election and all other business would require a different quorum.  right?

[Joshua Katz]

4 minutes ago, Guest mark said:

IF it is a "LIMITED PROXY" then it is limited to the election and all other business would require a different quorum. 

I don't feel able to answer that question confidently. Others may, but I personally would defer it to an attorney.

[Guest mark]

OK.  Thanks.   I sure appreciate your responses however because if nothing else it helped me pick up on Limited Proxy vs Absentee ballot.  It never registered with me before.

thanks