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REQUIREMENT OF MINUTES

Q. 
Is the board of directors of our association required to keep minutes of meetings?

A. 
Yes. The corporations code requires associations to keep minutes of meetings of the board of directors. However, the corporations code does not require the board to keep minutes of executive sessions. Any matter discussed in executive session must be generally noted in the minutes of the board of directors. Top


MINUTES OF MEETINGS

Q. 
Is it necessary for the secretary of our homeowners association to record a verbatim account of everything that is said at our regular board meetings?

A. 
No. Minutes of regular board meetings should include the following:

(1) The date of the meeting,

(2) The times that the meeting began and ended,

(3) The names of all board members present and absent,

(4) The names of all association members present,

(5) A brief summary of the topics discussed,

(6) All motions made,

(7) All actions taken or decisions rendered,

(8) The reasons that support the decisions made by the board of directors, and

(9) The reasons any board member objects to a decision made by the board. Top


CONFIDENTIALITY OF MINUTES

Q. 
Our homeowner association was recently sued by one of our members claiming that our board of directors failed to enforce the CC&Rs against another member who allegedly caused a nuisance.  The member who is suing has subpoenaed our executive committee minutes. I thought these minutes were confidential?

A. 
Executive Committee minutes can be subpoenaed except to the extent that they may be protected by the attorney-client privilege.  This means they can always be subpoenaed when your lawyer is not present. Top


RECORDING VOTES

Q. 
When the board of our condominium association votes, is it required that the minutes record how each member voted?

A. 
No. It is sufficient for boards to record only whether the directors voted for or against a particular motion. However, any individual director may require that his or her vote on a particular matter be recorded in the minutes.
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MANAGEMENT COMPANY AS INSPECTOR OF ELECTIONS

Q. 
Is it legally permissible for the management company for a homeowner association to act as the inspector of elections?

A. 
Yes, but only if the board has adopted an election rule permitting the management company to act as the inspector of elections. Otherwise, inspectors must fall into one of the following categories:

A licensee of the California Board of Accountancy;
A volunteer poll worker with the County Registrar of Voters;
A Notary; or
A member of the association who is not a candidate for the board of directors or related to a candidate, or a current member of the board of directors.
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VOTE ENDS IN TIE

Q. 
What should we do if the election of directors results in a tie?

A. 
The nominees who are tied can either compete in a runoff election or can simply flip a coin if they are agreeable. If a runoff election is scheduled, the newly elected directors who are not tied should begin serving immediately.  Top







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