Meeting Notice, Agendas & Minutes

Meetings and Agendas:

*New*

Agendas:

(Click on the links to open a PDF/JPG file)

 

9-18-2024

8-21-2024

6-20-2024

Annual Meeting 5-18-2024

2-21-2024

1-17-2024

11-15-2023

9-20-2023

7-19-2023

5-20-2023

3-15-2023

1-18-2023

 

Meeting Minutes:

 

Here are the minutes from the previous board meetings by date (Minutes will be posted as soon as they are available to post, thank you for your patience):

 

Board Meeting Minutes for 8-21-2024

 

Board Meeting Minutes for 2-21-2024

Board Meeting Minutes for 1-17-2024

Board Meeting Minutes for 11-15-2023

Board Meeting Minutes for 9-20-2023

Board Meeting Minutes for 7-19-2023

Board Meeting Minutes for 5-20-2023

Board Meeting Minutes for 3-15-2023

Board Meeting Minutes for 01-18-2023

Board Meeting Minutes for 11-19-2022

Board Meeting Minutes for 9-21-2022

Board Meeting Minutes for 7-20-2022

Board Meeting Minutes for 5-21-2022

THE LAW

 

FOR BOARD MEETINGS

 

Association board meetings are governed by the “Common Interest Development Open Meeting Act” (“Open Meeting Act”) found at Civil Code Sections 4900 through 4955.  The provisions of the Open Meeting Act contain requirements that:

 

• Prohibit the board from taking action on an “item of business” outside of a board meeting. (Civ. Code § 4910(a); See also “No Action Without a Meeting.”)
• Require the association to give notice of the time and place of board meetings and to post an agenda of items to be discussed or acted upon by the board at the meeting. (Civ. Code § 4920.)
• Allow for the board to conduct “emergency” meetings in limited circumstances. (Civ. Code § 4923.)
• Set forth the rights of members to attend, observe and speak at open board meetings. (Civ. Code § 4925; See also “Board Meeting Attendance Rights” and “Open Forum.”)
• Place limitations on what items may be discussed or acted upon by the board during a board meeting. (Civ. Code § 4930; See also “Board Meeting Agenda Requirements.”)
• Allow for the board to adjourn to, or meet solely in, executive session in order to consider or act upon specific types of matters. (Civ. Code § 4935.)
• Require the board to keep and maintain various meeting minutes, as well as to inform members of their right to obtain copies of board meeting minutes. (Civ. Code § 4950.)
• Set forth the rights of members to bring a civil action against the association for violations of the Open Meeting Act. (Civ. Code § 4955.)

One of the primary purposes of the Open Meeting Act is to ensure that a HOA’s members have the opportunity to attend board meetings and to observe the board’s decision-making process. With the exception of executive session meetings, all meetings of the board are open to the association’s members. (Civ. Code § 4925; See also “Board Meeting Attendance Rights.”)

 

“Open Session”

Open meetings are often scheduled to take place either immediately before or after an executive session meeting. Because members do not have the right to attend executive session, the term “open session” is commonly used to refer to which aspect of the board meeting is open to attendance by the membership.

 

Open Meeting Matters

Any matter which does not constitute an executive session matter may only be discussed or acted upon by the board at an open meeting. (See “No Action Without a Meeting.”)

 

Open Meeting Notice and Agenda Requirements

Notice of open meetings must be provided to the association’s members and must include an agenda of items to be discussed or acted upon at the meeting. (Civ. Code § 4920.) In general, notice of the time and place of an open meeting must be provided to all members at least four (4) days prior to the meeting, unless the association’s governing documents require a longer period of notice. (Civ. Code § 4920.) However, if the open meeting “is an emergency meeting held pursuant to Section 4923, the association is not required to give notice of the time and place of the meeting.” (Civ. Code § 4920(b)(1); See also “Board Meeting Notice Requirements.”)

 

Member Attendance Rights

An association’s members are entitled to attend open board meetings and to address the board during open forum. (Civ. Code § 4925.)

 

Calling Open Board Meetings

Unless otherwise provided in the association’s articles or bylaws, open board meetings “may be called by the chair of the board or the president or any vice president or the secretary or any two directors.” (Corp. Code § 7211(a)(1).)

 

Board Open Meeting Minutes

Corporations are required to keep written minutes of board meetings. (Corp. Code § 8320.) Minutes of HOA board meetings (except executive session meetings) must made available to the members within thirty (30) days following the board meeting (Civ. Code § 4950(a)), and in response to a member’s request for the same. (Civ. Code § 4950.) Additionally, “any matter discussed in executive session” must be generally noted in the minutes of the following open board meeting. (Civ. Code § 4935(e); See also “Board Meeting Minutes.”)

 

Executive Session Matters 

Civil Code Section 4935 specifies certain matters which may, and in some instances must, be discussed or acted upon by the board in executive session.  The following matters are those which may be discussed or acted upon by the board in executive session:

• Legal Matters. A board may adjourn to, or meet solely in, executive session “to consider litigation.” (Civ. Code § 4935(a).) This language is broad, but is generally interpreted to include matters involving pending litigation, as well as matters which have the potential to result in litigation, in order to preserve attorney-client privilege.
• Formation of Contracts. A board may adjourn to, or meet solely in, executive session to consider matters “relating to the formation of contracts with third parties.” (Civ. Code § 4935(a).) The Civil Code does not explicitly address whether matters “relating to the formation of contracts” allows for the board to actually vote on and execute contracts in executive session, though doing so is common practice. Once a contract has been executed by the board, the contract becomes an association record which may be inspected by members except in instances where the contract is “privileged under law.” (Civ. Code § 5200(a)(4).)
• Member Discipline. A board may adjourn to, or meet solely in, executive session for matters involving “member discipline.” (Civ. Code § 4935(a).) However, if a member who is the subject of the disciplinary matter requests that the board meet in executive session to discuss the matter, the board is required to comply with the member’s request and to allow the member to attend the executive session. (Civ. Code § 4935(b); See also “Notice & Hearing Requirements.”)
• Personnel Matters. A board may adjourn to, or meet solely in, executive session for “personnel matters.” (Civ. Code § 4935(a).) Personnel matters would include, but not be limited to, hiring, firing, raises, disciplinary issues, etc. that pertain to the association’s employees.
• Payment Plans. A board may adjourn to, or meet solely in, executive session “to meet with a member, upon the member’s request, regarding the member’s payment of assessments, as specified in Section 5665.” (Civ. Code § 4935(a).) This involves discussing a payment plan with a delinquent member for the payment of the delinquent member’s assessment debt in accordance with Civil Code Section 5665. Notably, Civil Code Section 4935(b) requires the board to meet in executive session to discuss a payment plan—indicating that any such discussions must take place in executive session regardless of the word “may” contained in Civil Code Section 4935(a). (See also “Payment Plans.”)

 

Executive Session Notice and Agenda Requirements

Notice of executive session meetings must be provided to the association’s members and must include an agenda of items to be discussed or acted upon at the meeting. (Civ. Code § 4920.) The amount of notice varies depending upon whether the executive session is held with a scheduled open meeting, or whether the board is meeting “solely in executive session”:

• Executive Session with Open Meeting. If the executive session is held with a scheduled open meeting, notice of the executive session and its agenda is included in the open meeting’s notice and agenda that is provided to the members at least four (4) days prior to the meeting, unless the association’s governing documents require a longer period of notice. (Civ. Code § 4920; See also “Board Meeting Notice Requirements.”)
• Solely in Executive Session. If the board is to meet “solely in executive session” (i.e., between scheduled open meetings), the notice and agenda must be provided at least two (2) days prior to the meeting. (Civ. Code § 4920.) If a provision of the association’s governing documents requires a longer period of notice for meetings held solely in executive session, that provision does not apply “unless it specifically states that it applies” to meetings held solely in executive session. (Civ. Code § 4920(b)(3).)

Executive session matters involve confidential, privileged and/or sensitive information which are only “generally noted” in the minutes of the following open board meeting pursuant to Civil Code Section 4935(e).  Broad and generalized descriptions are typically used for executive session agenda items.

 

Executive Session Minutes: Items Noted In Open Meeting Minutes

Most associations are formed as corporations under the California Corporations Code. Corporations are legally required to keep written minutes of board meetings, membership meetings, and executive committee meetings. (Corp. Code § 8320.) In addition, “any matter discussed in executive session shall be generally noted in the minutes of the immediately following meeting that is open to the entire membership.” (Civ. Code § 4935(e).)

 

No Member Attendance Rights

Except in instances involving a member’s disciplinary matter or payment plan (discussed above), the association’s members are not entitled to attend executive session meetings. (Civ. Code § 4925(a); See also “Board Meeting Attendance Rights.”)

 

FOR COMMITTEE MEETINGS

Committee Meeting Agenda Notice and Member Attendance Rights

Unless a Committee has a quorum of Board Members in attendance (causing it to be a "Board Meeting" pursuant to the Open Meeting Act), there are no provisions of California law which require notice of committee meetings or which allow for members to attend committee meetings. (See HOA Law: "Committee Meetings")

Committee Meeting Minutes

The extent to which a committee is required to keep and maintain minutes of its meetings, and to make them available for inspection by the association’s members, will depend upon whether the committee is an executive committee and/or a committee with “decisionmaking authority.” (Civ. Code §§  5200 (a)(8), 5210)