HOA Property Managers at Board Meetings
QUESTION: Our manager attends our executive session meetings. We have a new board member who is challenging the legality of the manager’s attendance. It appears to me that Davis-Stirling is silent on this issue. Are we doing anything improper?
ANSWER: It is common (and legal) for managers to attend executive session meetings.
Executive Session. Executive sessions are private board meetings involving matters of a sensitive nature. They include legal issues, formation of contracts, disciplinary hearings, personnel issues, payment plans, and foreclosure decisions.
Who May Attend. Because of their confidential nature, members do not have a right to attend executive sessions, except for their own disciplinary hearings. However, that does not mean the meetings are limited to directors only. Boards can invite others to attend, as may be appropriate.
For example, a project manager may be invited to discuss the formation of contracts with potential contractors for an upcoming construction project. Managers are commonly invited to attend to take minutes and participate in the discussions. Managers often have valuable insight and historical knowledge to help the board make prudent decisions. Moreover, they are frequently tasked with carrying out decisions made in executive session.
Exceptions. It would be appropriate for the board to exclude a manager from participating in discussions of the manager’s performance or contract renewal.
RECOMMENDATION: Boards should utilize management effectively. Oftentimes, this means including managers in more meetings, not fewer. If the cost is sensible and the association benefits from the manager’s presence, including the manager in executive sessions is a good decision.
Thank you to attorney Nate McGuire for answering this question.
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