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Dear Kurtis,
CATS is pleased to send you our monthly newsletter
with real questions posed at our Bi-Annual Seminars. We hope that
you find this information useful and will share it with others.
If you have questions that you would like answered in this forum, please click here and fill
out our quick form.
This month's questions are answered by David Hellmuth of Hellmuth
& Johnson, PLLC. Click here to learn more about Hellmuth & Johnson, PLLC
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The Association cannot hold a meeting without achieving quorum and
no official business can take place without a quorum being present
at the meeting. Since Bylaws generally require that directors
be elected by the members, the Board cannot be appointed.
Appointments are generally limited to open board seats made vacant
by resignation, or otherwise, during an existing term of
office. The start of a meeting can be delayed until a quorum
is present. If the Association never obtains a quorum, then
the Association must re-notice the meeting and hold a new
meeting. Some association's Bylaws allow for lesser quorums
at second reconvened meetings. Check your Bylaws for this language.
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Q:
What are the options for an annual meeting to be held without a
quorum?
 A: An
annual meeting cannot be held without quorum. If the
Association is concerned that it will not be able to achieve
quorum, I strongly recommend that the board members actively
solicit and collect proxies for owners who are unable to attend.
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Q: If
you have only one board position to be filled at the annual
meeting, do you have to elect the only 1 person nominated?
A: Yes
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Q:
Must the Board provide proxies to the owners?
 A:
No. There is generally no requirement that a board provide
proxies to owners. However, owners generally can use any
standard form of proxy to nominate someone else to attend on their
behalf. Mail ballots and electronic voting are options in some
voting events. Check your Bylaws.
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Q: We
would like to use the Mail Ballot provision in our bylaws. What
does the Board have to do to allow that to happen?
 A: The
Board must follow the statutory mail ballot procedures. These
procedures include mailed notice, a notice of vote, statutory time
for allowing ballots to be returned, etc. If your Bylaws
authorize mail ballots, I strongly recommend that you have an
attorney determine the correct mail ballot procedure for your
organization.
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The comments
and answers above are general in nature. Specific interpretations
should be confirmed with the existing legal counsel.
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