Have you, as a member of a Board of Directors for a homeowners association, ever had a special meeting called for your Association? Special meetings are unscheduled meetings called from time to time by the HOA board or others for a specific purpose. Special meetings usually address issues that need immediate attention or that need more time and discussion than can be handled in routine meetings.
There are a couple of things that make special meetings, well, special.
1. Who can call a special meeting?
- Directors – By the Board, Chairman of the Board, or President
- Association members—not just the HOA board—can call for a special meeting, if at least 5% of the membership add their signatures on a petition that states exactly what issue or problem they want to address. Homeowners give the petition, with its stated purpose, to a board member who schedules the special meeting.
- Others – as specified in the Bylaws.
2. Notification of the purpose of the meeting
Notifying all Association members properly is essential!
- Members must be notified of the exact purpose of the meeting, and the meeting must be limited specifically to achieving this purpose. This is important because people typically decide whether to attend a special meeting based on the issue and how it’s being addressed. Therefore, actions taken on issues not listed in the notice will be invalid. In fact, no action can be taken at all, if it was not included in the notice. For example, if the stated purpose of a meeting is to discuss a problem, the HOA board cannot actually vote on a solution—at least not in this meeting.
- Notice can be given personally, electronically, or by mail.
- If a written notice of the meeting is provided, it must be given not less than 10 days or more than 90 days before the meeting date.
- If a ballot will be opened and counted at the meeting, the meeting may not be noticed less than 30 days from the meeting date to allow for the balloting period.
Like Annual meetings and Board meetings, special meetings are open to all Association members who wish to attend, and they require a quorum before any business can be conducted.
If you as an HOA board member, the membership, or others call a special meeting, care should be taken to follow all guidelines with respect to the Civil Code. Failure to follow these guidelines could result in legal action taken by the membership, something that the Board could easily avoid by following Civil Code requirements.