An HOA meeting quorum can be hard to attain, especially when the community’s members are inactive and unbothered by the HOA’s affairs. What will happen if the HOA cannot reach a quorum or hold proper meetings? Can the HOA eliminate the quorum?
What is an HOA Meeting Quorum?
A homeowners association quorum is the minimum number of attendees required at an HOA meeting before it can proceed. The HOA quorum applies to both annual meetings and board meetings. Each association will have varying quorum requirements as dictated by the governing documents. The bylaws or CC&Rs may outline a required percentage or specific number.
On the other hand, there are times when the governing documents are silent about HOA quorum requirements. As such, the HOA board must turn to state law to understand what makes an HOA meeting quorum. For example, Ohio corporate law states that 10% of votes entitled to be cast represented in person or by proxy constitutes a quorum.
Why are HOA Quorum Requirements Important?
An HOA member quorum is essential for several reasons. Firstly, without a quorum, the association cannot conduct business during a meeting. The meeting will be considered invalid, and all votes taken will be nullified. Thus, holding a meeting without a quorum is a waste of time for everybody involved.
While that may sound like a nuisance, quorums keep the board members in check. After all, if the board could conduct meetings regardless of the number of participants, then power would naturally be granted to only a select few individuals. They can control what the community will or will not do, making it prone to abuse. The quorum requirement exists so that any action will only be taken with approval from the majority.
No Quorum: What Happens Now?
When the association cannot meet a quorum at an HOA annual meeting, the meeting must be dismissed and rescheduled. The same is true for other types of HOA meetings, like board meetings. Board members must adjourn the meeting and schedule it for another time when people are most likely to attend. However, the problem with this is that there is no guarantee the HOA can meet a quorum at the rescheduled meeting.
While it may be difficult, ensuring the HOA reaches a quorum at regular gatherings is vital. The board must conduct meetings to do business. Without them, the board may be unable to decide or act on anything. The community’s operations will halt, and the community may not even be able to approve the annual budget or set member fees.
In addition, elections typically happen during the annual meeting. No new board is elected if the meeting cannot reach a quorum. The existing board members must continue to serve despite their unwillingness. Meanwhile, other members may question the board’s legitimacy if they cannot conduct elections.
What Should HOAs Do if They Struggle to Meet a Quorum?
Reaching a quorum for HOA meetings is essential. However, it can sometimes be impossible. An HOA struggling to meet its quorum requirements has the following options.
1. Advertise the Meeting
Homeowners may not always skip meetings intentionally. A lot of it can be caused by a lack of communication on the HOA’s part. Thus, it’s important always to advertise the meeting’s time, date, and location whenever possible. HOAs can notify the members through multiple channels instead of relying on just one.
For example, if the HOA often notifies the members through email, it may be wise to inform them through other avenues. The board may even exhaust all forms of communication, including mail, text, and calls. Moreover, they can even utilize the HOA newsletter or website to keep the residents updated. They can also post a notification on bulletin boards within common areas.
2. Speak With the Homeowners
Homeowners should know the HOA’s quorum requirements and why they are essential. The board should talk to the community residents and inform them of how they cannot make decisions without a quorum. In the end, the community members will suffer the consequences of a lack of quorum.
Furthermore, the members should know what happens to associations that fail to meet their quorum requirements. The board may petition for receivership, which is often less efficient and more costly. As a result, the members may face a hike in HOA fees and special assessments. They may also not like how the appointed receiver handles community matters.
3. Consider Using Proxies
Proxy forms let members transfer their attendance and voting rights to someone else. HOAs may be allowed to use proxies to achieve a quorum. If the HOA doesn’t already count proxies toward the quorum, the board may consider amending the governing documents to make them count.
4. Petition the Court
If the HOA board struggles to meet the requirements, it may ask the court to lower the quorum. When the petition is successful, the board may apply the new requirement to all succeeding association meetings. However, it’s important to note that not all HOAs will allow this. The board should check state requirements and consult an attorney beforehand.
5. Eliminate the Quorum Requirement
Sometimes, the HOA may be allowed to remove the quorum requirement entirely. On the other hand, this will depend on what the state allows. In some states, the HOA may change the criteria to say that those present in person or by proxy make a default quorum. For example, California law only requires a quorum if the governing documents mandate it.
Eliminating the quorum is usually not a good idea, though. The quorum does exist for a purpose and prevents the HOA board members from acting in their interests. Hence, the best course of action is usually to reduce the requirement rather than to remove it.
A Hard But Necessary Task
Achieving HOA meeting quorum requirements can be difficult. Nonetheless, it’s important for a variety of reasons. It protects community members from abusive directors and ensures that actions are taken with a majority vote. The HOA should prioritize achieving it, whether through meeting attendance or by proxy.
Elite Management Services provides top-of-the-line management services to homeowners associations. Contact us online or call us now at (855) 238-8488 to learn more!
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