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Can Condo Board Force Members to Meet & Vote on Amendments by Phone?

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ecs

Junior Member
New Jersey.
Small condo association - 9 units - owners' primary residences are in various states.
New Jersey statutes allow for a Board of Trustees meetings to be held via phone as long as everyone can hear each other.
There is no provision in NJ statutes for meetings of MEMBERS of a corporation (we are incorporated) to be held by phone.
Vice President (who is not even allowed to call meetings according to ByLaws) called a special meeting of members, on an arbitrarily-set date & time, to be held via phone / teleconference. On the agenda is voting for adoption of amendments to governing documents.
The person representing our unit has a hearing disability and cannot use telephone easily. Anyone else representing unit would be unavailable at that date & time.
We objected in writing to this meeting (1) on legal grounds - no provision for this - and (2) that the person's hearing disability would be disadadvantageous. Sent letter to Board & Board's attorney.
Board's attorney is allowing this meeting to go forward - says that someone else can represent the unit - problem is that no one else is available except person with hearing disability.
There are other issues that we have not yet raised (1) phone meetings were not budgeted for (they always wind up costing hundreds of dollars) (2) meeting not called according to ByLaws.
What can we do? - can refusing to consent to a phone meeting on these grounds be valid reason to stop meeting from going forward?
Does the fact that there is no provision in statutes for phone meetings of members mean that the meeting can go forward anyway?
Would any business transacted & voted upon at meeting be valid of we could not participate by phone due to the rep.'s disability?
We are at a loss as to what to do next. Please help, thanks.
 


The NJ Condominium Act only requires that there be "adequate" notice given of an upcoming meeting and that it be open to all unit owners.

Here in NJ, there is little said about Teleconferences BY an HOA. However, the Sunshine Law does permit them to be used by Governmental Agencies. It has been a small issue with public bodies (School Boards, Townships, etc.) in the past. The use of such has even been challenged, to which the use of Teleconferencing has been upheld in court; although the opinion was never published. Remember also that here in NJ, HOA's have been declared to be a form of Governmental Agency (since they perform many of the same functions). As such, it is a good bet that the State would uphold the use of Teleconferencing by an HOA.

As for your "representative" and their disability: The HOA does not have to take his/her condition into account. You see, your representative is not a member of the HOA and unless he/she has been given some legal authority (PofA). They really have no right to take part in any HOA meetings in the first place. You should be the one representing your share of the HOA. Lastly on this particular point: there are numerous services and tools to assist someone who is hard of hearing to use the telephone. All of them accessible to you and your representative.

Now, as for the VP calling the meeting to order. Before I took that route, I would find out from the President is they rubber stamped it. If the President authorized the VP to call the meeting, it is the same things as if the President called it themselves. Now, if the President did not call this meeting, and neither did the required number of members, then the meeting may be in violation of your By-laws. If you find that it is, you would have to sue to have any decisions which are made, voided out. FYI: In my By-laws, the President, the majority of the board or the something like 30% of the HOA members can call a meeting. I would seriously review your docs to see exactly who and how they can call a meeting.

And that leads me to wonder why this is an issue for you in the first place. What are you afraid the HOA is going to pass at this meeting?

Also, it does not matter if teleconferencing was budgeted for. HOA's do not have to budget ahead or everything they spend.

And finally, if you refuse to consent to this meeting, that won't interfere with HOA business. They simply will have their meeting without you. That would be cutting your nose off to spite your face.

Good luck.
 

ecs

Junior Member
Thanks – here are my replies to some of your questions & comments:

You see, your representative is not a member of the HOA . . .


Didn't make this clear - the rep is my husband – we are the two owners of the condo. If I am working or otherwise unavailable, he would be the only one available for a meeting, and he has a severe hearing disability and has difficulty using the phone under normal circumstances, let alone for a prolonged meeting.

…there are numerous services and tools to assist someone who is hard of hearing to use the telephone.

Who should accommodate the disability – us or the Board, who insists on this type of meeting? Also – does the Americans with Disabilities Act come into play in this situation?

Now, as for the VP calling the meeting to order. Before I took that route, I would find out from the President is they rubber stamped it.


There is no indication or mention of this. Meeting notices are sent out by the VP, who is not named in the ByLaws as one who can call a meeting – only the Pres,. The Secretary on order of the Board, or 30% of the membership. Our president is only a figurehead – not active in the role, MIA, and never heard from.

What are you afraid the HOA is going to pass at this meeting?

Long story short, this is a rogue, self-serving Board who has come up with proposed amendments to only benefit them & not the Association as a whole. Several of them are in violation of statute. Their attorney is not a condo / HOA specialist and is unaware of this. If not pointed out to them they will just vote them through & have them filed. For examples of self-serving, they are proposing to do away with the recovery clause, and they also want to put in that if you are involved in a lawsuit with the Board, you must pay their legal fees if you file a direct claim, counter claim or cross claim. They also want to do away with the proportionate percentages of responsibility asssigned to each unit for common areas and have everyone pay an equal dues amount regardless of proportionate percentages. That’s just the beginning – you bet we’re afraid.
Also – they have been fiscally irresponsible to the point of the Association having no money. Besides the hearing disability factor, this is another reason why we object to phone meetings - the expense.

HOA's do not have to budget ahead or everything they spend.

How sad –in the past each conference call has lasted s several hours, costing hundreds of dollars – that we really cannot afford.

They simply will have their meeting without you.

Honestly, it doesn’t matter if we’re there or not – they do what they want anyway.

Also – right now we are in another battle – our lawyer has been trying to get them to produce books & documents for our review – which is our basic legal right - they and their lawyer have been stalling & delaying. We may have to go to court & get a court order just to see them. Also – they have not had a required audit done – we think there just may be some “hanky-panky” with the books that they don’t want to come out. Should be interesting .

Also - the meeting statutes I have referred to are Title 15A:5-1 and 15A: 6-10, which are the statutes applicable to corporations, of which we & most other condo associations are. (The Condo Act is Title 46). Title 15A: 5-1 says that in the absence of any other provisions in the laws or ByLaws (of which there aren't any) meetings of members are to be held in ther registered offices of the corporation, meaning the condo building.

Wouldn't this be clear enough reason not to hold a phone meeting?
 
Last edited:
Please see my comments, in bold.

Thanks – here are my replies to some of your questions & comments:

You see, your representative is not a member of the HOA . . .


Didn't make this clear - the rep is my husband – we are the two owners of the condo. If I am working or otherwise unavailable, he would be the only one available for a meeting, and he has a severe hearing disability and has difficulty using the phone under normal circumstances, let alone for a prolonged meeting.

If he is your husband then he is not a "representative," but an owner and full member of the Association.

…there are numerous services and tools to assist someone who is hard of hearing to use the telephone.

Who should accommodate the disability – us or the Board, who insists on this type of meeting? Also – does the Americans with Disabilities Act come into play in this situation?

Is he legally disabled, even to some degree? If so, then yest, the ADA comes into play.


Now, as for the VP calling the meeting to order. Before I took that route, I would find out from the President is they rubber stamped it.


There is no indication or mention of this. Meeting notices are sent out by the VP, who is not named in the ByLaws as one who can call a meeting – only the Pres,. The Secretary on order of the Board, or 30% of the membership. Our president is only a figurehead – not active in the role, MIA, and never heard from.

Notices being sent out does not equal calling the meeting. With only 9 units, that means only 3 people are needed to call a special meeting. I am sure the VP and two others will claim they called it. This most likely a dead end.

What are you afraid the HOA is going to pass at this meeting?

Long story short, this is a rogue, self-serving Board who has come up with proposed amendments to only benefit them & not the Association as a whole. Several of them are in violation of statute. Their attorney is not a condo / HOA specialist and is unaware of this. If not pointed out to them they will just vote them through & have them filed. For examples of self-serving, they are proposing to do away with the recovery clause, and they also want to put in that if you are involved in a lawsuit with the Board, you must pay their legal fees if you file a direct claim, counter claim or cross claim. They also want to do away with the proportionate percentages of responsibility asssigned to each unit for common areas and have everyone pay an equal dues amount regardless of proportionate percentages. That’s just the beginning – you bet we’re afraid.
Also – they have been fiscally irresponsible to the point of the Association having no money. Besides the hearing disability factor, this is another reason why we object to phone meetings - the expense.

If they are indeed going to pass laws, which you feel are in violation of the law (which some of them certainly are), tell the members. If they pass them anyways, challenge their legality, if you can afford it.

HOA's do not have to budget ahead or everything they spend.

How sad –in the past each conference call has lasted s several hours, costing hundreds of dollars – that we really cannot afford.

Sad indeed. But, par for the course and completely legal.

They simply will have their meeting without you.

Honestly, it doesn’t matter if we’re there or not – they do what they want anyway.

It does matter. You can try to convince the others before the vote. Also, you will it in the minutes that you warned them.

Also – right now we are in another battle – our lawyer has been trying to get them to produce books & documents for our review – which is our basic legal right - they and their lawyer have been stalling & delaying. We may have to go to court & get a court order just to see them. Also – they have not had a required audit done – we think there just may be some “hanky-panky” with the books that they don’t want to come out. Should be interesting .

You need to talk with the Department of Community Affairs, Bureau of Homeowner Protection. Under the Association Regulation Initiative, they have the legal authority and teeth to deal with these three areas: Access to Financial Records, Alternative Dispute Resolution , and Open Public Meetings. You need to file a complaint ASAP. http://www.state.nj.us/dca/codes/newhome_warranty/assoc_regs_initiative.shtml

Also - the meeting statutes I have referred to are Title 15A:5-1 and 15A: 6-10, which are the statutes applicable to corporations, of which we & most other condo associations are. (The Condo Act is Title 46). Title 15A: 5-1 says that in the absence of any other provisions in the laws or ByLaws (of which there aren't any) meetings of members are to be held in ther registered offices of the corporation, meaning the condo building.

You will find here in NJ that the Open Public Meeting Act and Sunshine Law supersedes general corporate requirements for meetings. As I said, in NJ, Associations are considered a quasi-governmental agency.

Wouldn't this be clear enough reason not to hold a phone meeting?

You are probably seen as the trouble maker. You could tell them their hair is on fire and they wouldn't believe you. You have an uphill battle ahead of you. Good luck!
 

ecs

Junior Member
Thanks for your insight & for taking the time to write - hear are my comments to address some of your previous ones:

If he is your husband then he is not a "representative," but an owner and full member of the Association.

Correct – poor wording on my part.

Is he legally disabled, even to some degree? If so, then yest, the ADA comes into play.

Yes, he is legally, certifiably hearing disabled. Does that mean the Association must accommodate him at their expense? I would think so if covered in the ADA.

Notices being sent out does not equal calling the meeting.


So how is a record established to determine who actually called the meeting if all we get is a meeting notice from the VP? – How do we establish their compliance or non-compliance with the ByLaws?Our ByLaws specifically state that a special meeting must be called by the Pres., or the Sec. on order from the Pres., or 30% of the members – shouldn’t there be an established record of this?

If they are indeed going to pass laws, which you feel are in violation of the law (which some of them certainly are), tell the members.

We have, but they are apathetic & don’t have minds of their own & don’t want to “stir the pot” - would vote to have their mothers executed if the Board proposed it. Also - telling them makes us the "troublemakers" you mention below.

If they pass them anyways, challenge their legality, if you can afford it.


What we need in NJ is a state board that has the authority to fine condo boards for illegal, self-serving & roguish behavior. At least if they adopt amendments that are in conflict with statutes, the statutes will supersede.

Sad indeed. But, par for the course and completely legal.


Amazing.

It does matter. You can try to convince the others before the vote. Also, you will it in the minutes that you warned them.


Yes, I know it really does matter, but realistically around here it makes no difference – you have to be here to see this group in action.

You need to talk with the Department of Community Affairs, Bureau of Homeowner Protection.

We have already filed two complaints with them & have copies of the letters they sent to the Board – we’ll see how that tums out. Unfortunately, they are a weak body- unlike those of some other states that issue fines and have an ombudsman’s office in each region or county.

You will find here in NJ that the Open Public Meeting Act and Sunshine Law supersedes general corporate requirements for meetings.

Everything I read says that the OPM Act, which is referred to as the SL, applies to governmental bodies (state, county, municipal), and that Condo Associations are governed by the Condo Act (Title 46) and if incorporated, by the NJ Nonprofit Corporation Act (Title 15). Our certificate of incorporation says that we are organized under the NJ Nonprofit Corporation Act. Please point me to anything that says condo associations are governed by anything else – would like to bookmark it if possible.

You are probably seen as the trouble maker.

If challenging unlawful behavior of an ignorant Board- time & again- makes us troublemakers in their eyes, then yea, absolutely, we are. The alternative is to keep quiet & let them dictate & do as they please regardless of the law.

You have an uphill battle ahead of you.


Tell me about it, lol. Thanks!

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

Can anyone else weigh in? – would appreciate as much insight from experience as possible.
 

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