Agenda items and voting

[mbmtpa]

I live in a small community with a newly formed HOA. At our first members meeting a simple agenda was circulated with several items on the agenda. These items were simply bullet items that would be discussed at the meeting, for example "Road Improvement". The agenda was accepted at the meeting. During the meeting bids from contractors were reviewed for Road Improvement and a vote taken by the membership to select one contractor.

Several weeks later a member who was not at the meeting registered a protest saying the votes taken at the meeting were illegal and needed to be thrown out because the agenda did not specifically state that a vote would be taken. The Board is very inexperienced and just capitulated to this persons demands at a Board meeting a few weeks later. All members votes were thrown out. The Board then decided to get new bids for the road and has proceeded to do so. The agenda for our next members meeting includes this topic "Board decision to have road re-bid and have the HOA sign removed after homeowners voted". I believe the Board has acted improperly. Must the agenda specifically state a vote will be taken on an item? Can the Board just throw out the members votes without any authorization or notice to the membership?

I think the original votes stand and that all activity since that vote is unauthorized.

[Dan Honemann]

I think the original votes stand and that all activity since that vote is unauthorized.

I think you're right, unless your association's governing documents give some rather extraordinary powers to the board.

[hmtcastle]

Must the agenda specifically state a vote will be taken on an item?

As far as RONR is concerned, you don't need an agenda at all. Almost anything can come up under "New Business".

For more on agendas, see FAQ #14.

[Dan Honemann]

In other words, "no".

[Kim Goldsworthy]

I live in a small community with a newly formed HOA.

This little fact is probably the biggest key.

In many states, a Home Owners Association must publicly post its agenda.

That is, no spontaneous items of business are allowed, typically.

If your HOA is one such HOA, then your complaining member will likely be right, and your board will likely be wrong.

At our first members meeting a simple agenda was circulated with several items on the agenda.

These items were simply bullet items that would be discussed at the meeting, for example "Road Improvement".

The agenda was accepted at the meeting.

During the meeting, bids from contractors were reviewed for Road Improvement and a vote taken by the membership to select one contractor.

Several weeks later a member who was not at the meeting registered a protest saying the votes taken at the meeting were illegal and needed to be thrown out because the agenda did not specifically state that a vote would be taken.

The Board is very inexperienced and just capitulated to this persons demands at a Board meeting a few weeks later.

All members votes were thrown out.

The Board then decided to get new bids for the road and has proceeded to do so.

The agenda for our next members meeting includes this topic "Board decision to have road re-bid and have the HOA sign removed after homeowners voted".

I believe the Board has acted improperly.

Must the agenda specifically state a vote will be taken on an item?

Can the Board just throw out the members votes without any authorization or notice to the membership?

You cannot have a generic description like "Road Maintenance" as an item to be voted upon, if "previous notice" (the term which is used within Robert's Rules of Order) is a requirement.

The "previous notice" must communicate two things: (a.) the purport; (b.) the scope.

A two-word description (your "bullet items") like "road maintenance" fails in both criteria. - You could be doing any road; you could be doing any kind of maintenance; so your "notice" was inadequate. You've communicated almost nothing about what the vote shall be on.

[Trina]

...

Can the Board just throw out the members votes without any authorization or notice to the membership?

...

Most boards do not have power to overturn a membership decision in this way. Any such power (of the board) would have to be found in your bylaws.

Even if Mr. Goldsworthy is correct in his guess that the 'road maintenance' notice was inadequate, that in itself does not give the board the power to determine that the action taken at the membership meeting was improper -- that finding would normally have to be made by the membership itself.

Check your bylaws.