Can HOA Board Members Meet in Private?

August 1, 2023    Education, Homeowner Tips

Homeowner's groups are very interested and worried about whether or not HOA board members can meet in secret. In this article, we'll discuss details of secret HOA board meetings and the legal and moral questions that need to be considered. Even though private talks can be helpful, it's important to keep things open and follow government agreements and local rules to protect the community's best interests.

The short answer is YES but with a few exceptions.

The majority of the time, HOA board members can meet in private, but there are important considerations to bear in mind to ensure openness, adherence to association rules, and compliance with local laws. Private conversations can be beneficial but must be conducted with care and courtesy.

1. The law of the situation

First of all, it's important to learn about the rules and laws that apply to homeowners groups in your area. Your HOA's governing papers and state laws may have specific rules about board meetings, privacy, and openness. For instance, if you reside in California and are a member of a HOA, the Davis-Stirling Common Interest Development Act will come into play. This state-specific law significantly impacts how homeowner associations operate, including how they conduct private meetings.

Under the Davis-Stirling Act in California,
meetings are open to the public.

The Davis-Stirling Act in California spells out the rules for open meetings, which greatly affects when and how HOA boards can have closed meetings. Section 4900 of the Act says that all HOA board meetings must be open to all association members, with a few exceptions for private sessions.

In California, executive sessions are closed-door talks that only board members, and certain other people can attend. The Davis-Stirling Act clearly says what can be discussed in private meetings. Most states require that board meetings be open to group members, so they can come and listen to the talks. But there may be exceptions for legal issues, staff problems, and hearings for people who have broken the law.

2. Executive Sessions: The Answer for Touchy Subjects

HOA board members can have secret meetings when they need to talk about private or sensitive matters. Think of executive sessions as a secret meeting that only board members and certain other people who have been invited can attend.
Some common things that are talked about in executive talks are:

  • Legal Matters:This is where the group talks about pending lawsuits or other legal problems.
  • Personnel Matters: How employees are doing on the job or disciplinary measures.
  • Contract negotiations: Talks with third-party sellers or service providers about the terms of a contract or deal.
  • Member discipline Actions: Talks about possible disciplinary actions against a group member that are kept private.
  • Member Assessment Delinquency: Things that relate to association members who are behind on their assessments or other financial responsibilities.
  • Meetings with Legal Counsel: Getting legal help from the association's lawyer during meetings with the lawyer.

To keep people accountable, it's important to set clear goals for executive meetings and write down why they're being held.

3. Being honest is important

Even though there are times for private talks, a healthy and successful homes association needs to be open and honest. Open contact with neighbors builds trust and makes people feel part of a group. Most associations have specific warning requirements for normal board meetings and executive sessions. This is done to keep things open and allow members to attend.

A few days before a normal board meeting or executive session, HOAs must send a written warning to each association member. Check the rules of your group or the laws of your state to see what they say about giving notice. The HOA board should try to find a good middle ground between the need for privacy and the desire for openness. Make sure to let the rest of the community know about important choices and results from private meetings through newsletters, email updates, or open forums when possible.

4. The Best Ways to Hold Private Meetings

Consider putting these best practices into place to make sure that private talks are run properly and in accordance with the law:

  • Notice and Agendas: Let homes know about regular board meetings and give them a plan that shows what will be discussed. Even though advanced information may not be needed for executive talks, normal meetings must be open and honest.
  • Confidentiality: During executive meetings, remind board members and guests how important it is to keep things secret. What's said behind closed doors should stay behind closed doors. This means that you can't talk about what was said in private meetings outside of those meetings, not even with other board members and certainly not with other people in your HOA community, not even your partner. This would be called a rumor.
  • Meeting Minutes: Take thorough notes of all board meetings, including executive sessions. Even though the public may not be able to read the minutes, their existence shows that the board is committed to being open and following the rules.
  • Seek Legal Advice: Don't be afraid to talk to the association's attorney about complicated legal issues or possible privacy concerns. Getting legal help ensures that what you do aligns with the law and governing papers.
  • Educate Homeowners: Tell the people in your neighborhood why and when private talks might be necessary. When people know what the board is supposed to do, they are more likely to understand why some things must be kept secret and accept the process.

HOA board members must find a good mix between privacy and openness when discussing secret meetings.

A peaceful and successful community can be built by knowing what the law says, using executive meetings wisely, and encouraging open conversation with homeowners.
With responsibility, accountability, and a commitment to the association's well-being, members can be proud of their community and know that their opinions will be heard and valued at official meetings. Work with your board and management company to make a home’s association where people can work together and trust each other. This will help your neighborhood be strong and united.

If your HOA board has questions about how to run your association in other ways, you might want to reach out and ask Crummack Huseby Property Management. Getting an outsider's opinion on the problems your HOA is facing can help you and the other board members feel confident about moving forward. Crummack Huseby works with associations all over California to help review governing papers and rules, educate and be a resource for board members, analyze reserve studies, review compliance with rules, general HOA consulting, and more.

Let Crummack Huseby be your thinking partner, giving you the confidence, you need as a Board member. 

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