Effective Record Keeping and Procedures in HOA Meetings

November 30, 2023

Meetings are arguably the purpose for the existence of HOA boards. They are a venue for homeowners, board members, and the management company (as well as any special committees) to meet and discuss community business.

Establishing standards and procedures in HOA meetings is not only a matter of efficiency. HOA meetings are governed by law in many states, with clear rules on record keeping, public notices, and meeting conduct. In many places, the board president determines the meeting’s flow.

Holding fast, productive, and helpful sessions is in the best interest of the HOA board and association members. This post reviews the types of HOA board meetings and best practices for running a typical session.

What are the Different Types of HOA Meetings?

Board Meetings

Board Meetings (Open Meetings or Regular Sessions) probably come to mind when considering HOA management. These regularly held meetings are open to unit owners or shareholders. Board Meetings are where the association conducts HOA business, and they must follow certain procedures, such as Roberts Rules of Order or other parliamentarian formats. Here, homeowners can speak about community concerns during open sessions. These opportunities to speak, are not unlimited and have various time limits that should be applied to all unit owners equally.

As set forth in the HOA Bylaws or applicable state statute, notice must be provided via mail or email or in a location easily accessible to unit owners. The timing requirements and manner of notice are included in the governing documents.

Executive Sessions

Also known as a Closed Meeting or Closed Session, Executive Sessions are not open to unit owners. The purpose of Executive Meetings is to debrief the board on confidential matters, such as contracts, lawsuits, or personnel issues. The minutes of these meetings are not accessible to the public, but they are discoverable during litigation, except they are protected by the attorney-client privilege.

Annual Meeting

Annual Meetings are a lynchpin of HOA operations. During the annual meetings, new board members are elected, and board members whose terms are expiring may be reelected. The board also presents yearly budgets to homeowners and reviews the latest happenings or plans for the coming year. Traditionally, they occur at the same time every year, as stated in the HOA bylaws. It can take several months of pre-planning to ensure the Annual Meeting goes smoothly. Unit owners are normally required to receive agendas for the meetings. Finally, this is an opportunity for boards to bring in people to discuss industry or HOA issues important to unit owners.

Emergency Meetings or Special Meetings

As one would expect, Emergency Meetings are reserved for worst-case-scenario events and held as the need arises for the community. These meetings might address a natural disaster, financial crisis, or other event that somehow affects the well-being of the community at large.

Special Meetings assemble to address a specific purpose outside of normal HOA operations, such as discussing proposed amendments to the bylaws or the recall of a board member. Note that Special Meetings differ from Committee Meetings, in which a group comprising board members, homeowners, and other interested parties are assembled to lead special community projects, such as landscaping or installing a shared pool.

Learn more: HOA Reserve Studies: Is Your HOA Prepared?

Implement Procedures to Have a Successful and Productive HOA Meeting

A productive HOA meeting begins and ends with respect. The HOA President (or appointed chairperson) is responsible for conducting the meeting and moving things along. To keep things civil and set a respectful tone, you must:

Prepare information and matters to be reviewed and studied prior to the meeting for greater productivity and efficiency.
Start meetings on time.
Conduct a roll call to confirm that a quorum (the least viable number of board members present to conduct business and take votes as established in the bylaws) is met. This is very often an issue giving rise to claims regarding meeting the quorum requirements.
Stick to the agenda and minimize tangents—or at least save them for the open discussion at the end of the session. Board members refrain from reacting to what unit owners may say. The raised issues can be discussed after board members have had an opportunity to review and study the issue.
Select a board secretary or other board member to record the minutes. The minutes should include: (1) state the issue being discussed, (2) whether the issue will be voted on, if there is a vote (3) The result of the vote.

Beyond these general tips, here are a few specifics to keep in mind:

Plan Ahead

According to community bylaws and state legislation, boards must give proper notice before meetings. This notice must be in writing and include the meeting time, location, and a copy of the meeting agenda. Posting the notice to the community bulletin board (virtual or physical) or sending it out via email or physical letters is acceptable. Also, tracking how and when this notice is given is critical to maintaining compliance with state law. Additionally, it is necessary to present board members and unit owners with supporting documents, such as financials or meeting minutes of previous sessions.

Create an Agenda

The agenda is the backbone of any HOA meeting. It outlines the events and discussion points of the meeting and may include:

The call to order and roll call
Approval of minutes from the last meeting
Reports from board officers (the Treasurer, for example) or committees
Old business
New business
Open discussion

Follow Robert’s Rules of Order

Maintaining decorum is vital to keeping meetings productive. Parliamentary order is a popular model mandated by law in some states for HOA meetings. First established in the United Kingdom, it has since been updated and refined into what is known as Robert’s Rules of Order (named after the American military man who invented the system in 1876, Henry Martyn Robert). Robert’s Rules provide a framework for civil discourse, debate, and discussion.

Following the complete set of Robert’s Rules might be a bit too esoteric, especially for smaller HOAs and boards. However, boards of all sizes will find a lot of usefulness in these HOA meeting procedures. Standardized meeting rules leave little room for disagreements to spiral out of control and give board presidents tools to manage meetings.

The core of Robert’s Rules consists of motions—formal requests for consideration. Depending on how closely you stick to Robert’s Rules, every board action in a meeting, from a budget proposal to a request for a five-minute recess, requires a motion. This process boils down to:

A board member makes a motion, and the chairperson recognizes that motion.
Another member seconds the motion. (Not all motions need to be seconded, but many do. Motions to recess don’t need a second, for example.)
The chairperson states the action, and the board debates (if necessary) and then votes on the motion.
The chair states the results of the vote.

There are many types of motions. Robert’s Rules lists 80+. However, boards won’t need to use them all. Some relevant motions include:

Main motion: Addresses new or old business
Amendment: Modifies another motion by changing the wording or context
Refer: Sends the issue to a committee or individual to report back later
Limit debate: Caps the number of speakers or amount of time spent on a topic
Table: Delays a matter for a more pressing issue
Recess: Allows a short break from the procedures
Adjourn: Ends the meeting

Meeting Record Keeping

Accurate and appropriately minutes are vital for HOA operations. They serve as a reference for future meetings (and potentially as evidence if subpoenaed). However, they are not transcripts; only some statements must be fully recorded by the secretary. The essential points to include are:

Date, time, and meeting location
Board attendants and if a quorum was met
Agenda items and relevant notes on debates
The results of the votes
Points of order (raised if someone makes a mistake or forgets to address an issue)

Make Sure Everyone Understands the Meeting Rules

Board presidents or chairpersons will want to become intimately familiar with Robert’s Rules or the Sturgis Standard Code of Parliamentary Procedure to oversee the HOA meeting procedures effectively. Additionally, a good chairperson can advise board members on using parliamentary order and when they might be inadvertently bending or breaking the rules.

Once the board takes on a framework for parliamentary order, it should be referenced in the bylaws and included in board member training.

Point of Order: Is your HOA Insurance up to Date?

McGowan Program Administrators (MPA) has over 50 years of experience providing specialty insurance products for HOAs and the real estate industry. Our experts can help guide your board in adopting best practices that help you mitigate risk and bring your community closer together.

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