Q: Our HOA has the usual set of officers as required by the bylaws: president, vice president, secretary and treasurer. My question is about the treasurer and the fact that his wife (not a board member) is the one who does the majority of the “work” for husband’s position, including bank deposits, writing checks to pay the bills, recording the payment of assessments, paying custodian fees (our only employee) and essentially doing the books. Her husband, the actual treasurer, is the “mouth” and oversees the maintenance and beautification committee but does little actual bookkeeping. Is this legal?
J.B., Miam i
A: The board of directors has total responsibilities for the association. The officers elected by the board have duties, not responsibilities. Officers are given duties, but that does not mean that they have to physically do the work. They have a right to appoint or engage others. They must supervise and accept the blame if there are errors. Any person, including volunteers, management, CPAs, attorneys, or a paid bookkeeper, can be engaged to perform the work.
In your case, apparently the wife has certain bookkeeping skills. While she would have no responsibility or duties to her work, she only has the duties to perform the bookkeeping. The board and her husband have the right to engage her for pay or as a volunteer. If she makes an error and it is not corrected by her husband or the board, the board and her husband, as treasurer, would assume final responsibility.
Q: What role should an architectural review committee play as it relates to an HOA as opposed to an individual home owner? I understand the need for review and approval of modifications and changes to ensure some conformity and adherence to community standards and aesthetics. My question is more about whether an ARC has the ability or the right under Florida Law Section 720.302.3 to force an HOA into a decision that the HOA believes is against its interests.
In this situation, the committee has not been granted additional authority by the Master Association. The case in point involves roofs in a multi-building development. The roofs have mold and algae buildup. The HOA has been working with a cleaner since the spring and things are much improved and the work is ongoing. Many roofs are now completely clear of mold and algae.
The committee is taking the position that the cleaning is insufficient although there is no standard under which this judgment applies. The HOA does not believe the committee has the right under the law or statute to force a major reroofing project. Is the HOA correct?
A: The role of the architectural review committee should be determined by the board. If I read your question correctly, you have a master board as well as an association board. Depending on your documents, one of these boards, if not both, should provide guidance as to the committee’s duties. I once heard a manager advising the board that it needed to establish a committee charter. I recommend that the board provide policies for the committees.
Regardless of the terms used, the committee has no power to act without direction. Apparently your architectural review committee performs another duty and that is rules enforcement. While normally I like to have a separate committee inspect the community and advise the board on enforcements necessary, it’s a function that must be defined as to who performs inspections and enforces rules.
If the committee does not understand its duties and what it can approve or disapprove, or if it needs to make inspections, it must go back to the board and, in your situation, also the master board to ask them to define the committee’s duties and policies.
A common mistake directors make is that they appoint people or create committees without instructions or guidance. If you’re concerned about the architectural modifications, the board should establish what can be approved in this policy.
As an example, a list of acceptable paint colors for homes could be listed. If the owner desired another color, he or she would have the right to submit it to the board for its approval. Such a policy could be amended by the board at any board meeting subject to changes and needs.
When it comes to rules enforcement, such as your mildewed roofs, a separate rules enforcement committee should make the inspections, report to the board and assist with enforcement letters.
Q: There are four directors on the architectural review committee committee. There are only seven directors on the board currently because two resigned and were never replaced. If you have an architectural review committee meeting, is it also a board meeting? If so, the same would be true for our utility meetings.
I just realized last month that the architectural review committee and the utility committee were having meetings with these four directors who had authority to approve all actions. I think that these meetings are board of director meetings and should have been called as such. When they have a board meeting, they only needed four to have a quorum. What should the board do?
A: From the information provided I assume that this is an HOA, however; the rules would be the same for condominiums.
The board’s failure to appoint two new directors is a violation of the statutes. They are required to fill the vacancies and it should be done at the next board meeting. You would be correct that since the board is operating with seven directors, these committee meetings would be considered a board meeting as long as four of the directors attended.
It could be possible for three of the directors to attend these meetings and they would be considered committee meetings not requiring the board meeting notifications.
As to the vacancies, the matter can be brought before the members to vote on at an annual meeting.