Annual Meetings Notice, Quorum, Proxies, Oh My!

1. Annual Meetings Notice, Quorum, Proxies, Oh My!

2. Meeting Types Association Board Organizational Committee Regular Special

3. Distinguish Board and Association Meetings Required by Condominium Act Property Owners’ Association Act Non-Stock Corporation Act governing documents Association Meetings - at least once annually Board Meetings - more frequently Association Meetings - All members Board Meetings - Open to all members

4. Association Meetings Notice Section 55-79.75 of Condominium Act (at least 21 days prior to meeting) Section 13.1-842 of Nonstock Corporation Act (no less than 10, no more than 60) Agenda May be specified in Association Bylaws

5. Association Meetings Quorum The minimum number of members required for a group to officially conduct business and to cast binding votes. Voting – In Person or by Proxy Ballots Proxies

6. Association Meeting NoticeCondominium Unit Owners Association Notice at least 21 days in advance of Annual or Regular Meeting at least 7 days in advance of Special Meeting

7. Association Meeting NoticeCondominium Unit Owners Association Notice Time and Date Place Purpose U.S. Mail or Hand Delivered to Unit Owners of Record Electronic – Unit Owner Consent and Certification

8. Association Meeting NoticeProperty Owners Associations Notice - for Annual and Special Meetings: No less than 10 days No more than 60 days Notice Date Time Place Electronic – Owner Consent and Certification

9. Association Meeting NoticeProperty Owners Associations Notice – Purpose Annual Meetings – not required unless documents require Special Meetings – must state purposes

10. Association Meetings Agenda May be specified in Bylaws Certification of Notice Quorum Determined Officer and Committee Reports Elections New and Old Business

11. Association Meetings Quorum Bylaws Condominium Act – Section 55-79.76(a) As specified in condominium instruments Unless specified in the condominium instruments – persons entitled to cast 33 1/3 percent of the votes Percentage may be larger but not less than 10 percent

12. Association Meetings Quorum Nonstock Corporation Act – Section 13.1-849 A As specified in Bylaws If Bylaws silent – one-tenth of votes entitled to be cast

13. Association MeetingsCondominium Unit Owners Associations Proxies Bylaws Condominium Act – Section 55-79.77 D Signed by all owners of record Dated Revocable with Notice Terminates after first meeting Explanation of instructed proxy Electronic transmission

14. Association MeetingsProperty Owners Associations Proxies Bylaws Nonstock Corporation Act – Section 13.1-847 Signed by member (whether all members of record depends on governing documents) Dated Valid for 11 months – unless longer period specified Revocable – Unless proxy provides otherwise

15. Association MeetingsVoting Condominium Unit Owners Associations • Section 55-79.77 of Condominium Act – Either: • Proportionate to the undivided interest in the common elements for each Unit, or • One vote per Unit • Voting scheme as established in the Bylaws. • Cumulative voting? • Bullet voting?

16. Association MeetingsVoting Property Owners’ Associations • Governing Documents specify • Almost always: “one lot, one vote” • Cumulative Voting? • Bullet Voting?

17. Association MeetingsVoting Suspending Right to Vote • Must be provided in governing documents • Established (written) Board policy • Policy should be reviewed and adopted at least two months prior to meeting • Policy should be briefly summarized in meeting notice

18. House Bill 1058Use of Technology House Bill 1058 (effective July 1, 2010) • Introduced by Richard Bell of Staunton, VA • Authorizes community associations to send notices by “most advanced technology available” (email, fax or internet) • May be used for meeting notices • Owners may opt out and receive hard-copy notice

19. Annual Meetings Notice, Quorum, Proxies, Oh My!