Why Hold an HOA Board Executive Session?
Most of the meetings held by your HOA Board should be open to the public; whether many homeowners attend is another matter, but the typical HOA Board meeting is meant to be transparent, with meeting minutes printed up and distributed to any interested homeowners a few days after the meeting is complete.
Every now and then, though, common sense—and your HOA governing documents—may dictate that an executive session be held. This is, basically, a closed-doors meeting. Only Board members and other pertinent parties, like the HOA manager and attorney, are allowed at this meeting, and minutes are not made available to the general community. A vote may be taken, and the Board may or may not reveal the outcome of the vote.
When should you decide to have an executive session? Basically any time the meeting topic involves privileged information or something of a private and sensitive nature—something that requires discretion.
Some specific reasons to hold an executive session:
- You’re considering litigation and are discussing something that falls under attorney-client privilege.
- The Board is meeting to discuss the formation of a contract with a third party.
- You’re holding a disciplinary hearing.
- You’re discussing personnel issues, like hiring or firing.
- The Board is meeting to discuss payment issues with specific homeowners, i.e., to develop a payment plan for delinquents.
- The Board is meeting to initiate foreclosure against a homeowner.
Note that in many parts of the country, you are required to let the rest of the Association know that an executive session is being held. Additionally, local laws may dictate that you hold executive meetings in person—not over e-mail—except in true emergencies.
The executive session is a powerful tool for HOA Board members. Make sure you understand when it is and isn’t appropriate to use it!