U.S. from Hartford County, Connecticut writes:
Dear Mister Condo,
Re: Working Session meeting of the BOD – Is it legal for the BOD to conduct closed (not opened to association members) meetings held in a private unit of one of the BOD members to discuss Association’s affairs? The community is not notified about the date, time, location, or an agenda of these working sessions. However, BOD creates Minutes of those meetings.
Mister Condo replies:
U.S., Condo and HOA Boards are not allowed to conduct meetings in a “closed” environment. The fact that they create Minutes from those meetings is good but denying access to the meetings is typically prohibited under state law and even the association’s governance documents. The reason for this is transparency and access to all unit owners within the association, who are shareholders in the corporation, and are entitled to attend the meetings. Executive Sessions are the sole exclusion to the “open” rule for holding BOD meetings and they are used rarely or for only a small part of the meeting where delicate association business can be discussed and conducted. Again, Minutes are required for these sessions as well. Because of the nature of “open” meeting requirements, it is unusual and typically impractical in this day and age for Boards to meet in a private residence. If a clubhouse is not available, it is common to use a municipal setting (library, City Hall, et.al.) to conduct association business. Granted, it isn’t as easy as just meeting at someone’s home but it allows the Board to follow the correct procedure for holding their meetings. If the Board has not been following the law, the meetings can be challenged and the results of those meetings thrown out. Of course, if the results of those meetings are inconsequential, a simple “Tsk, Tsk” from an association member may be all that is needed to get the Board to hold future meetings in proper manner. All the best!
2 thoughts on “Condo Board Conducting Closed Meetings at Board Member’s Home”
I have never heard that minutes are required for executive sessions. Only that such sessions started and ended. The purpose is to discuss things in confidence that are legally exempt for disclosure. Votes can only be taken in open session, which must be covered in minutes. Am I missing something?
I have seen some lawyers claim that you should keep confidential minutes of executive sessions. Other lawyers argue that you should never take such minutes.
Luther, since I am not an attorney I offer no legal opinion on the matter. As long as no actions were taken in the Executive Session then there really wouldn’t be any need for documentation other than to document that the Executive Session was held. However, I have seen some associations treat Executive Sessions far too casually and even go as far as to pass motions within the Executive Session. While that shouldn’t be done, there were certainly need to be Minutes from such a session to document any motions that were passed. I think that is why there are mixed reactions to whether or not Minutes should be taken or kept from Executive Session. No motions, no votes, no Minutes needed. Motions or Votes held, I would think Minutes would be needed and required. Thanks for the feedback!