The CONCERN
As some of you may already know, Mike and Chrissy have both volunteered to be considered to help fill the five director positions at the upcoming annual meeting.
It was brought to our attention the current Board of Directors have questioned if it is prudent for Mike and Chrissy to serve on the Board of Directors at the same time.
We discovered a flyer was being handed out by at least one of the board members. While the flyer does not name Mike and Chrissy in it, they are the only couple who have publicly announced their intention to submit their nominations for director. It is clear who the flyer is targeting.
We have also been made aware at least one of the board members have made statements to other members, naming Mike and Chrissy specifically, further solidifying who the flyer is targeting. We would like to thank our neighborhood friends who brought this to our attention.
We now know, from association records, the board is having the association’s attorney draft an amendment which would prohibit individuals living in the same household from serving at the same time.
Is it legal FOR SPOUSES TO SERVE TOGETHER?
The short answer is YES
Nothing in Idaho law or our bylaws prohibit spouses, or individuals from the same household, from serving as a director at the same time.
Idaho Code 30-30-602 states in order to qualify to be a director, the individual must be a member of the corporation (association).
Our Bylaws state that all owners of lots are members [section 2.2(a)] and that any member in good standing is eligible to be considered for director [section 3.1].
THE FLYER’S PREMISE
The flyer is based on a lot of assumptions. It assumes how the spouses would supposedly act if on the board together. Equally important it makes statements about how members will supposedly act or think. These types of assumptions are dangerous.
The flyer assumes spouses will most likely partner up on issues and therefore will likely vote the same way. This assumption is flawed and does not take into consideration the multiple checks and balances (legal and ethical) that are designed to hold directors accountable for their actions.
While the flyer is focused on spouses (since it clearly is targeting Mike and Chrissy), it ignores other similar scenarios in which people who are in close relationships or are very good friends may want to serve together. In fact, the flyer excludes the section “NOT LIMITED TO SPOUSES”
THE SOURCE OF THE FLYER’S CONTENT
The majority of the content in the flyer appears to have been copied, in part, from an article published on a website called HOA Management (Spouses On HOA Board: Is That Legal? | HOAManagement.com). The article on the website presents a balanced approach on whether spouses should be allowed to serve at the same time. Both pros and cons are listed in the article. However, the pros have been conveniently excluded from the flyer.
The flyer also excluded a part of the article which points out that the question is not limited to spouses. This goes to show that the board member who created the flyer was intentionally, targeting couples.
We encourage you to use the link above to read the full article. Then ask yourself:
- Why did the flyer only include the negative reasons of spouses serving at the same time?
- Why did the flyer not disclose the source of the article that was used to create the flyer?
- Why did the flyer intentionally exclude scenarios other that spouses that the article applied to?
SIMILAR SCENARIOS NOT INCLUDED
The flyer ignores other scenarios in which members, other than spouses, may be in personal or professional relationships may serve on the board together.
Is this because the purpose of the flyer is to discourage people to vote for both Mike and Chrissy?
We are a small community of only 159 homes. Friendships, hopefully good friendships, will be formed.
We have instances in which families own multiple homes in our community.
Ask yourself these questions:
- Does this type of restriction seem reasonable?
- Why are spouses only being targeted?
- Better yet why are members being targeted at all?
It appears to us that this action is at best, impulsive and not well thought out, and at worst retaliatory in nature.
Now, let’s talk about the timing and how this amendment was conceived.
The AMENDMENT
It should be noted the Board of Directors never contacted Mike or Chrissy to share any concerns they had with both of them running for the board at the same time. Instead, a flyer was made, and a proposed amendment drafted, all in secret.
Based on association records, the board, on April 17, 2023, voted on a motion to have the association’s attorney draft the amendment. This vote took place less than 48 hours after a Facebook post (will be discussed later) that resulted in both Mike and Chrissy announcing their intentions to run for the board. Ask yourself, does that short amount of time provide for proper due diligence to take place to determine if such an amendment is truly warranted and its potential consequences?
There is no record that the board held an in-person meeting to discuss a need for this amendment. For this reason, we are left to conclude, all discussions took place over email, text messages or phone calls. In order to gain insight for the board’s reasoning and motivations for this amendment, Mike and Chrissy have requested copies of any records, to include emails from the association’s official email accounts, in which this topic was discussed.
There are many factors that impact how HOA’s are run. Let’s discuss why, for our specific HOA, the proposed amendment could be harmful.
WHY IT should BE ALLOWED
Overly restrictive rules can be harmful to the association.
Our association is only made up of 159 homes, which makes our association pretty small when compared to others.
The pool of people able and/or willing to volunteer their time for the association is small.
Ideally, the board should be made up of 5 members, although it can be 3. A 5-person board is what we should strive for.
Historically, it has been a challenge to get enough members to volunteer to serve on the board.
- At the previous annual meeting only 4 members volunteered in advance of the meeting.
- A 5th member volunteered during the meeting.
- During the current term, 3 directors resigned, leaving 3 vacancies.
- Only 1 of the vacancies was filled, despite for pleas for people to volunteer.
With this information in mind, when forming your opinions, ask yourself these questions:
- Is restricting who is eligible to serve on the board in the best interest of the association?
- What are the consequences of not being able to seat a board of directors?
- A court appointed custodian to manage our association?
- Increased legal fees to have a custodian appointed?
- Increased assessments to cover the expense of the custodian?
- Will future buyers want to buy a home in an association controlled by a custodian?
- Why did the current board member(s) only target spouses in the flyer?
- Did the current board member(s) fulfill their fiduciary duties of good faith, care, loyalty, confidentiality, and prudence when taking this action?
If you are wondering why both Mike and Chrissy volunteered, if they are attempting a so called “power grab” or want to learn about the existing checks and balances that are in place to protect the association, click on the “Is It a Power Grab?” button below.