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SO
WHEN IS A MEETING A MEETING?
By
Eric Glazer, Esq.
Published
April 28, 2014
Without
a doubt, one of the most common complaints unit owners hurl at
their Board of Directors is that the Board hold private meetings
that the owners simply never get notice of.
May owners complain that these meetings violate the
“Sunshine” laws that require public meetings, but they are
incorrect, as the “Sunshine” laws apply to meetings by
governmental bodies, not community associations.
In
regards to condominiums, Florida Statute 718.112(2)(b)5(c)
states:
(c)
Board of administration meetings.—Meetings of the board
of administration at which a quorum of the members is present
are open to all unit owners.
As to condominium committees, the same statute provides:
Meetings
of a committee to take final action on behalf of the board or
make recommendations to the board regarding the association
budget are subject to this paragraph. Meetings of a committee
that does not take final action on behalf of the board or make
recommendations to the board regarding the association budget
are subject to this section, unless those meetings are exempted
from this section by the bylaws of the association.
In regards to Homeowner Associations, Florida Statute
720.303(2)(a) provides:
(2)
BOARD MEETINGS.—
(a)
A meeting of the board of directors of an association occurs
whenever a quorum of the board gathers to conduct association
business.
(b)
members have a right to attend all meetings of the board.
As
to HOA committees, the same statute provides:
The
provisions of this subsection shall also apply to the meetings
of any committee or other similar body when a final decision
will be made regarding the expenditure of association funds and
to meetings of any body vested with the power to approve or
disapprove architectural decisions with respect to a specific
parcel of residential property owned by a member of the
community.
Here’s
the bottom line. Neither
statute is designed to prevent board members from socializing
together and requiring that a notice gets posted every time a
bunch of board members and their spouses want to go out to eat
or take a swim in the pool.
Both statutes are simply making it clear that if a quorum
of board members are going to get together, talk shop and engage
in discussions about the needs of the community, it must be done
at a properly noticed meeting.
Many
associations attempt to skirt the notice requirement by taking
the position that they aren’t having meetings, but instead are
having “workshops.” The
bottom line is that if a quorum of board members will be in
attendance at that “workshop” it is a Board meeting, it
needs to be properly noticed, and the unit owners have a right
to attend.
Finally,
both the condo and the HOA statute allow for private closed door
meetings of the Board, but only when the meeting is with the
association’s attorney to discuss proposed or pending
litigation or meetings of the board held for the purpose of
discussing personnel matters.
So, unless the association’s attorney is present either
in person or by phone, there is no attorney/client closed door
meeting, even if the Board is discussing pending litigation.
The issue of just what “personnel matters” are
subject to closed door meetings is also unclear.
The statute was primarily designed to allow association
boards to discuss termination of employees or address employment
related problems in private, so that the employee’s dirty
laundry would not get exposed to the entire community.
It certainly does not mean that association Boards get to
discuss the hiring of vendors and the awarding of contracts in
private closed-door meetings.
These decisions still must be made at board meetings that
are properly noticed and where owners have the right to attend.
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About
HOA & Condo Blog
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Eric Glazer graduated from the University of
Miami School of Law in 1992 after receiving a B.A. from
NYU. He is currently entering his 20th year as a
Florida
lawyer practicing |
community association law and is the owner of
Glazer and Associates, P.A. an eight attorney law firm in
Orlando
and Hollywood. For the past two years Eric has been the host of Condo Craze and
HOAs, a weekly one hour radio show on 850 WFTL. See: www.condocrazeandhoas.com.
He is the first attorney in the State of Florida
that designed a course that certifies condominium residents as
eligible to serve on a condominium Board of Directors and has
now certified more than 7,500 Floridians. He is certified as a
Circuit Court Mediator by The Florida Supreme Court and has
mediated dozens of disputes between associations and unit
owners. Finally, he recently argued the Cohn v. Grand
Condominium case before The Florida Supreme Court, which is
perhaps the single most important association law case decided
by the court in a decade.
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