Special Meetings

“Meetings should have as few people as possible, but all the right people.”

- Charles W. Scharf

Let's say you disagree with a board's decision. It could be something as small as a $50.00 fine or something bigger such as not allowing a third car for your now driving child or perhaps it's bit more important, such as discovering evidence believe a Board member is stealing money.

What do you do? Complaining to the Board usually gets you nowhere. But all is not lost, although your association's money may be.

There is a provision set out in the Condominium Act that addresses such situations. This section requires every condominium association to have a provision that allows a certain amount of owners to be able to bypass the board of directors and take any such matter directly to the Owners. It's usually in Article II of the Bylaws (look for “The Association”). Buried in that section should be a paragraph entitled Special Meetings.

This paragraph allows a certain percentage or a certain number of units to call for a special meeting of the association. The statutory suggestion is 30% of the voting interests. So, if all units are assessed and vote equally, then it will take 30% of the owners to sign a petition for a special meeting. If your associations votes and assesses based upon the size of each unit, then you need 30% or so of the square footage of the units to call for a special meeting.

That number can be lower or higher than 30. So look to see what it is. Some are dangerously low and give one owner the right to call for an association meeting. And there is no cap in the Condominium Act as to how many such meetings can be called each year, so one cranky owner could repeatedly call for association meetings.

On the other hand, some bylaws require 50% or more of the owners to be able to call for a special meeting. That's odd because the Condo Act generally requires only 25% - 33% of the owners to establish a quorum, so the amount of owners needed to call for a special meeting could be twice the number to establish a quorum, making it nearly impossible to call for a special meeting.

The goal is to set the number high enough to prevent one or two cranky owners from repeatedly calling special meetings, but not so high that it's nearly impossible to get owners to call for a meeting on important matters.

Further, you want to limit the meeting to matters that are in the petition that called for the special meeting, such as a discussion of an upcoming large special assessment, a too strict board, a too laid back board, any reason at all. You don't want a situation, for instance, where an owner doesn't like a board member, but knows the owners love the board member. So if the cranky owner goes to the owners and asks them to sign a petition to get rid of the person who turned him down for a date, no one is going to sign the petition.

But if he goes to the owners and asks them to sign the petition because he says he heard the board is going to specially assess each unit $5,000.00 and raise the condo fees by $50.00 per month, he will easily get enough signatures to have the board set up the meeting, send out notices, agendas, proxies, everything. And once the meeting starts all he wants to talk about is the board member he dislikes and call for a vote to get rid of her.

Avoid this trojan horse type of meeting by amending your documents or making a rule that says nothing can be discussed at a special meeting other than the matters noted in the petition that calls for a special meeting.

Also, you don't want one owner who owns a large number of units to be able to call for special meetings repeatedly. So, add language that notes the percentage needed to call for special meetings has to be done by a minimum of xxx units owned by different persons or entities as determined by the Board of Directors.

Finally, there should be language that notes what has to be on the petition. I had one situation where we learned that many of those who signed the petition to call for a special meeting were not owners, but tenants, and more than one owner, when contacted, noted they would not have signed the petition. So, you might want names to be printed, with the Unit they own and then a signature.

At the meeting, the owners get to decide whether to affirm the board or allow the request. It's the will of the people that rules, after all.

Finally, to be clear, rarely is this process needed. By far, most boards work hard, are honest, and have the best interests of the Association as a whole in mind. But occasionally, that may not be the case, or even if it is the case, a group of owners have the right to call for a meeting of their Association.