Running the Show at Board Meetings Effective Procedures and Protocols

Running the Show at Board Meetings

When it comes to the subject of meetings—specifically monthly board of trustee meetings or annual owner meetings in condos, co-ops, and HOAs—there seem to be no neutral opinions. A few folks actually like these exchanges, but most dread them.

Some residents—board members and trustees, included—report attending poorly conducted and ineffective meetings that wasted both time and energy, and resolved nothing. Others reported attending meetings where tempers flared, voices were raised, and hard feelings wiped out any possible efficiency or progress. At best, most board members, trustees and residents alike seem to regard the board/unit owner meeting as a necessary evil.

Evil or not, board and unit owner meetings are necessary. Co-ops and condominiums are governed by laws, and should be run as a business. Despite the technical advantages of online meetings, emails, text messages, and smart phones, the multiple layers involved with HOA management require regular meetings with formal minutes used to record attendance, votes, and finances. They're like the memory bank of the community—crucially important, even when you can't necessarily see them working.

So, what can boards, unit owners, committees and property managers do to improve both the quality and productiveness of these regularly scheduled and necessary meetings? Where should board officers look for suggestions and education to improve the quality and outcome of board meetings? Here are a few ideas from some industry pros.

Robert’s Rules of Order and Beyond

Robert's Rules of Order was first published in February 1876 by Brigadier General Henry Martyn Robert, and contained guidelines intended for use by any 'deliberative assembly.' The book listed rules loosely modeled after those used at the time in the U.S. House of Representatives. Today, property managers and boards tend to use the protocols therein in varying degrees depending on the property.

Robert's Rules tend be particularly useful for larger boards—those with 11-13 members, say—where strong leadership is needed to keep everyone on task and moving things forward. While Robert’s Rules offer many structural and procedural suggestions, boards should take advantage of classes and seminars available all year long from a variety of sources. Publications like New England Condominiumcan be very helpful, but for more help the New England chapters of the Community Associations Institute (CAI-NE) and the Institute of Real Estate Management (IREM) provide conferences and workshops specifically on the topic of running meetings. If a board is self-managed, it may also be useful to have an attorney or property manager present to help run a few meetings, so board members have a real-life example of how a meeting with tight rules can be administered.

Down to the Minutes

A key component of a well-run meeting is proper minute-taking. Minutes are a meeting’s official business records, and are admissible in court. They should reflect any corporate actions taken, and whether the board acted correctly on any given decision. Given the legal ramifications, it is extremely important to elect a competent board secretary who can plan to attend most (if not all) meetings. “Robert's Ruleslays that out pretty well: minutes are not hours,” says Charles A. Perkins, Jr., an attorney and senior partner at Perkins & Anctil, P.C. in Westford, Massachusetts. “I think it's important for board members to read everything. If you're going to get all the financial information, contracts, and things that you need to vote, looking at it for the first time at a meeting is going to unnecessarily slow you down,” says Perkins.

The minutes serve as a reminder of both finished and unfinished business and projects; what follow up is needed, who is responsible for that follow up, and what if any actions were finalized. The minutes also serve as a meeting history for new board members, residents, and property management firms, and finally the minutes offer a road map for the future, and help set the agenda for the next meeting.

That said, taking the minutes during a meeting does not mean slowing the proceedings to a crawl in an attempt to get every word uttered down on paper. The minutes should state who motioned for a vote, who seconded that motion, and whether the vote passed or failed. Anyone abstaining from voting should also be included in the records, but any information that may be considered privileged should not be discussed in an open meeting—or reflected in the minutes of the association.

Common Problems, Creative Solutions

Experienced condo attorneys and managers like to use the minutes to help prepare the agenda for the next upcoming meeting. If there are projects requiring bids, a good practice is to prepare a spreadsheet with vendor information, and circulate it with enough time for board members to review it. By the time board members are assembled for the meeting, they are well informed and have limited questions. A short review usually results in a decisive vote. This system helps him keep a board meeting running smoothly and on track.

The agenda is key to keeping a meeting on track and constructive. A good rule of thumb is an hour as a “healthy” block of time for a board meeting. Annual unit owner meetings tend to run closer to two hours, but there are always helpful tricks of the trade to make sure things don't get out of hand time-wise. “Have meetings at the library or some place that has a closing hour, that also causes the meeting to end and prevents the meeting from going long,” says Richard E. Brooks, an attorney and partner at the law firm of Marcus, Errico, Emmer & Brooks, P.C. in Braintree, Massachusetts.

“If you have an agenda you can just keep moving things along. People bring coffee, food, cake, and cookies, bad idea. You don't want people full of sugar before they want to complain about their mulch from eight months ago. That's not what the meeting's really about, although it's okay for people to bring up things that are bothering them, but it's not really for the benefit of everybody to discuss every little thing,” says Brooks. All in all, the number one problem with board meetings is not sticking to the agenda. The more boards and those with the task of running the meeting can stick to the plan, the better.

Alan Pearlstein, general manager for FirstService Residential in the New York area, says personal discussions and socialization need to be redirected to the end of the meeting. “There is always at least one member who treats the board meeting as a social, and this is compounded if the meeting is in a board member’s home,” says Pearlstein.

Like the other professionals, Pearlstein notes that not keeping to the agenda and spending too much time on the minutes are common distractions, and adds that an overloaded agenda can also bog down a meeting. “If there are too many items on the agenda, schedule another meeting” he says.

Pearlstein says he sometimes breaks meetings into segments with a board-only meeting preceding an open meeting for the residents. He also recommends sending out a board packet at least a week in advance of a meeting to include, the agenda, minutes, financials, management reports and any proposals. “Each proposal should have a spread sheet analysis summary for comparison with at least two other proposals so the board can make quick educated decisions.”

When meetings get off track Pearlstein’s standard approach is a “hard stop time.” He introduces that time at the beginning of the meeting and refers back to it, “I have a hard stop at 8:00 p.m. so let’s get back to ____X_______, and you can discuss this off line later.” Another approach he uses for hot topics is to table the discussion until later in the meeting or for a future meeting. “It is important to get to the issues that must be addressed at the meeting, other confrontational items can possibly be discussed off line or at a future meeting.”

At monthly meetings in which unit owners are invited to attend, it's important to keep statements to an allotted time, so the length of the meeting doesn't get out of hand. “Remind them when they get to that point, and then say, 'That's your time, please we need to move on.' If it's an issue that's going to be dramatically important to the association, I would still limit statements the first time through. I may give additional time after that, go back and forth between people for and against, so no one's drowned out just by the people that like to hear themselves speak,” says Perkins. It can be difficult to shorten peoples' statements for fear of coming off as rude, but if everyone is left to wax poetic for as long as they want, it will feel like the meeting will never end.

Different Strokes

There are some basic differences between board meetings and meetings open to unit owners. A board can meet in a 'closed session' for the portion of any meeting held to discuss litigation when an action against or on behalf of the particular association has been filed and is pending in a court or administrative tribunal; or when the board feels that such an action is probable or imminent. In those closed sessions, members can consider information regarding appointment, employment or dismissal of an employee, or to discuss violations of rules and regulations of the association or a unit owner's unpaid share of common expense.

Pearlstein explains the basic format is the same, but special care is needed to be sure the by-law rules are followed for annual elections, and proof of mailing for the meeting. “It is important to make sure [unit owners] are kept in the loop so they feel they are a part of running the building,” says Pearlstein.

If your meetings are not effectively moving along the business of your building or co-op, these experts have formulas worth implementing. Their suggestions and proven techniques are sure to take the “bored” and the dread out of monthly board meetings.     

Anne Childers is a freelance writer and a frequent contributor to New England Condominium. Staff writer Tom Lisi contributed to this article.

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