QUESTION: We want to be aware of actions and decisions being made by the HOA’s Board of Directors by attending the regular Quarterly and any Special Board meetings. Are those meetings required to be announced prior to their convening so that Springs owners/residents can attend if they so desire?
ANSWER: Yes – in fact, the requirements for publicly announcing Board of Director meetings were significantly increased by the State Legislature in 2011 and 2021, and incorporated into the Springs Consolidated Bylaws to reflect the new requirements, applicable whether the Board meeting is conducted in person or by an online meeting service:
Article 4.05 Open Meetings and Notice. Meetings of the Board of Directors (“Board”), regular and special, shall be open to all members, with some exceptions.
The Board shall give members notice of upcoming Board of Director meetings, regular and special, including the date, hour, location, and general subject of issues to be brought up in executive session. The notice shall be either mailed to owners no later than ten (10) days or earlier than the 60th day before the date of the meeting or provided at least 144 hours before the meeting by (a) posting a notice in a conspicuous location, either in a common area or on any internet website available to association members that is maintained by the association or by a management company on behalf of the association, and (b) being emailed to all owners who have registered their email address to the Association. Members have a duty to register and keep their email address updated with the Association.
Actions taken without prior meeting notice shall be summarized orally, including any actual or estimated expenditures approved, and documented in the minutes of the next regular or special meeting.
The Board shall keep written minutes as a record of each regular and special meeting, and give owners access to approved minutes. Decisions made in executive sessions shall be summarized orally in general terms, including any expenditures approved, and recorded in the minutes.
The Board may adjourn an open board meeting and reconvene in a closed executive session for certain issues, including: personnel matters; litigation; contract negotiations; enforcement actions; confidential attorney communications; matters involving the invasion of owners’ privacy; or matters involving parties who have requested confidentiality and the Board has agreed to honor that request.
Board meetings may be held by electronic or telephonic means provided that:
(1) each Board member may hear and be heard by every other Board member
(2) except for any portion of the meeting conducted in Executive Session:
(A) all owners in attendance at the meeting may hear all Board members
(B) owners are allowed to listen using any electronic or telephonic communication method used or expected to be used by a Board member to participate
(3) the notice of the meeting includes instructions for owners to access any communication method that will be used by Board members.
Board meeting notice is not required if the Board takes action outside of a meeting, including voting by electronic or telephonic means, if each Board member is given a reasonable opportunity to express his opinion to all other Board members and to vote.
Article 4.05E, adopted by the State Legislature in 2011 and expanded/modified in 2017 and 2021, also identifies those specific matters that can only be conducted in an Open Meeting, including:
1. fines
2. damage assessments
3. initiation of foreclosure actions
4. initiation of enforcement actions
5. increase in assessments
6. levying special assessments
7. suspending rights of an owner before the owner has an opportunity to appear before the Board
8. appeals from a denial of Architectural Review Authority approval
9. lending or borrowing money
10. adoption or amendment of a dedicatory instrument
11. approval of an annual budget or approval of an amendment of an annual budget
12. sale or purchase of real property
13. filling of a vacancy on the Board
14. construction of capital improvements other than repair, replacement, or enhancement of existing capital improvements.
15. election of an officer
These Discussion topics intend to remind Springs residents of the provisions in our Covenants, Conditions, and Restrictions (CCR’s) and in our HOA's governing provisions (Bylaws) that apply to all Springs residents solely by our election to live in this community.
The Bylaws are "the guidelines for the operation of the Homeowner's Association. The bylaws define the duties of the various offices of the Board of Directors, the terms of the Directors, the membership's voting rights, required meetings and notices of meetings, and the principal office of the association, as well as other specific items that are necessary to run the homeowner's association as a business."*
If you are a Springs resident who has misplaced your copy of the CCR’s or Bylaws, or are a new resident who wasn’t provided a copy by the previous owners or your realtor, you can view (and download in Adobe Reader [.pdf] format) the complete Springs CCR’s and By-Laws at the Consolidated Bylaws and CCRs section of this website, located in the Pages & Links tab.
*Definition from "Homeowners Association Law Frequently Asked Questions," Hatch, Little, & Bunn, LLP, Raleigh, NC
