Jim Slaughter: 0:00

Think school board, think city council, think county commission. I mean, they're always fewer than 10 members, but they tend to be, if you've seen them on TV, very formal. They make very formal motions, they have seconds, they debate, they don't interrupt, they vote. They are extremely formal, and that's because they have decided, even though we're small, the issues we're dealing with are so important, we're either going to end up in court or we're spending a lot of money, that we better be formal, even though we're small, and so there's nothing wrong with a small board deciding that today we're going to talk about an issue that's significant enough that let's be a little more formal. I'm going to ask for a motion, we're going to get a second, we're going to debate it, we're going to vote on it, we're not going to just be as casual as we sometimes are.

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Robert Nordlund: 0:57

Welcome back to HOA Insights: Common Sense for Common areas. I'm Robert Nordlund, and I'm here today for episode number 162 with a special guest appearing on the program for a second time. You heard him previously on our episode number seven early in the podcast, because we felt that what he had to say to our board member audience was foundational, you could say fundamental to safely and successfully guiding your association into the future, so with us today is Jim Slaughter. He's president of law firm Carolinas, which practices throughout Northern South Carolina. He regularly speaks on issues of real estate and community association law, and has written hundreds of HOA and condo articles. He's passed national president of CAI's College of Community Association Lawyers, as well as the North Carolina chapter of the CAI Institute Community Associations Institute, but in addition, he's here today because he's a certified professional parliamentarian, he's a teacher, professional registered parliamentarian and past president of the American College of Parliamentary Lawyers. He served as a parliamentarian to more organizations than anyone, any you or I want to count, and they range from small HOA boards to annual meetings of 8000 delegates. Jim has written four books on running effective meetings, and I have a signed copy of his Robert's Rules of Order fast track here on my desk with me, so it's good stuff that he has left and right and online and in person, but while his book is available for 1499 on Amazon, he's not with us today to promote his book, he's with us today to help you have success running an orderly board meeting that frames your association in a positive light. Well, we're here weekly, so if you missed last week's episode number 161 with Greg Battista, a Florida engineer friend of mine, who's shared some simple advice on caring for your property, or if you missed any other prior episode, take a moment after today's program to listen from our podcast website, HOA insights.org or watch from our YouTube channel. Better yet, subscribe from any of the major podcast platforms or our YouTube channel, so you don't miss any future episodes. Becoming a subscriber increases the podcast ranking and search results, helping others find this free resource, so they can be better equipped to lead their association. And those of you watching on YouTube, in addition to seeing me show Jim's book, can also see my HOA Insights mug that I have here that I got from our merch store, which you can browse through from our HOA insights.org website, or the link in our show notes. You'll find we have some great free stuff there, like board member Zoom backgrounds for all your upcoming board meetings that you're going to run more effectively after this episode, and we also have some specialty items for sale, like this mug. So go to the merch store, see what we have for sale, and at least download a free Zoom background. Well, we enjoy hearing from you, responding to the issues you're facing at your association. So, if you have a hot topic, a crazy story, or a question you'd like us to address, you can contact us at 805-203-3130 or email us at podcast at HOA insights.org Well, today's episode was inspired by Adrian from San Francisco, who wrote, I'm a new board member trying to help our board strike a combination of casual business like without too much formality for our lightly attended board meetings of our 58 unit condo, can you help? So, with questions like this one, and for one other particular reason, I scheduled some time with Jim to get him back on the program. So, welcome, Jim. Any comments right at the start for a. Trend,

Jim Slaughter: 5:00

you don't have to become a parliamentarian, and Robert and I are going to talk about some, some essentials you might want to know about, but at the end of the day, it really comes down to being respectful of others and being fair. You can get a long way in a meeting without getting into complicated procedure, but I know he and I are going to get a little more into depth about this, but don't be thinking you need to read all 714 pages of Robert Shirls of Order for your, for, for your HOA board meeting,

Robert Nordlund: 5:24

470

Jim Slaughter: 5:25

Oh, no, no, that'd be far too small. 714

Robert Nordlund: 5:29

Oh, geez, at least,

Jim Slaughter: 5:30

let me hold it up for you. Here's, uh, 714 pages. You will be happy to know, Robert, that the last edition had 716 so you would think, hey, it's gotten smaller, but you would be wrong, the pages have gotten bigger.

Robert Nordlund: 5:43

Okay, and the margins smaller, just cramming more in.

Jim Slaughter: 5:46

But keep in mind, Roberts is designed for all groups. It's a resource. The reason it has so much in it is, it works for all size groups, and you just need to pay attention. I know, Robert, you and I are going to talk about this. You just need to pay attention to what's your group need, and that may be very different from what a different HOA board, a different membership meeting, or some large convention wouldn't need. Yeah,

Robert Nordlund: 6:07

I would expect that if you're doing something like the Republican convention, the Democratic convention, something like that, or even at a state legislature level, you got to be really careful because you're passing laws and things like that, and that's very different from I know my sister at one point in time owned a home in a four unit condo, and the things that apply scale wise for making law or huge organizations just don't apply, but I like you releasing the pressure and releasing the tension right at the start. Be respectful to others, be prepared, and just have some kind of order to what you're doing. Okay, Adrian didn't say if they're doing this, I could say in IRL, in real life, or via a Zoom meeting. But how do you balance that combination of casual, because you want to be friendly, you're dealing with neighbors, yet you want to be business, because it's honestly a multi million dollar real estate corporation, but you don't want to be standoffish, you want to be inviting for the homeowners to come and find out what is going on at the association. How do you strike that balance?

Jim Slaughter: 7:18

In somewhat, it will depend, Robert, on what type of meeting it is. Membership meetings tend to be more formal than board meetings. They don't have to be, but, but Roberts, and when I say Roberts, there are other parliamentary books out there. There's a, there's a parliamentary manual that's used sometimes at California governmental meetings. There are other parliamentary manuals, other than Roberts. Roberts is just the most popular and the most commonly found in governing documents, parliamentary authority, but if I say Roberts, don't assume you have to follow Roberts, it depends on what your documents say, but all parliamentary procedure would suggest that the bigger a group is, the more formal it likely needs to be, and that's because, as you've just pointed out, why is there a difference, you can't really have a conversation with 8000 people, you can't have a conversation with 100 people. I mean, everybody just talking at the same time, everybody interrupting each other. It just doesn't work. So, in larger meetings, annual meetings of HOA condos with hundreds of people, 50 people, you tend to see more. You don't talk unless you're called on. Once you get called on, you get to talk, and in theory, people should not be talking over you, and you get to have your say, and then it'll move on. And informal procedure, you wouldn't get to talk a second time as long as there's thinking about who wants to talk a first time. And informal procedure, once you've talked twice to a specific motion, you're actually done for that motion. You'll get to speak three times. Let's contrast that, though, to a small board. I mean, you can, you can have a very small board, you can have a committee as small as one, you know, how formal I want to be in my committee of one, you know, I move, we take a 10 minute bathroom break, I guess I'll second that, because I'm the only one here, you know, it gets kind of stupid, kind of fast, so Roberts recognizes there's a whole chapter in Robert's section 49 deals with informal procedure for smaller boards. There's a chapter on how committees should be run, and the emphasis with smaller groups tends to be, and by smaller, Roberts would suggest fewer than about 12 people present. Robert suggests those groups can be much less formal, and many of the rules that you would find in more formal meetings don't need to apply to a small board, unless you find you need those rules, because people are acting up or not behaving well, you might need to be a little more formal. There's nothing wrong with going in and out of formal, informal procedure, depending on what you're dealing with at the moment. You might decide to be more formal if you're dealing with a very important issue, like removing an officer or voting on a large budget item, but the rest of the time you could be much more relaxed,

Robert Nordlund: 9:43

Joan. Just taking a lot of notes here already, because you're stimulating a lot of thought. Okay, so Adrian was talking about her looking at my notes here. What, 58 unit association? Yes, but did she say how

Jim Slaughter: 9:56

many people are on her board, because that would be more important than how many. Homes, there are in the community.

Robert Nordlund: 10:01

Let's go down that. Let's say typical five people on the board, so 58 units, five people on the board, and I'm stereotyping, so they will have 10 people at a monthly board meeting, including the five board members, maybe 15, and I'm already feeling more comfortable in that kind of a meeting. The board will likely sit at a table, or maybe around a table, and you can almost address the homeowners like friends, and unless, like you say, you are dealing with a significant issue, or unless there's a disruptive person in the room. Boy, sounds like anyone have anything to say. And you can, you can be very casual and still be orderly, and make sure the person taking minutes says, Okay, Jim, remind me, what unit are you from? Okay, this is Jim Johnson from unit number 13, and is that kind of what we're talking about here?

Jim Slaughter: 11:06

Well, and you've mentioned a couple of things, Robert, so let's take them in order. Keep in mind that a board meeting, in its strictest sense, is for the board members. Board meetings are for board members to talk, to debate motions, to discuss issues, to adopt policy, things like that. Is for board members, homeowners, members of the association may have a right to come to those board meetings. It varies by state, actually, as to whether they have an absolute right to come to meetings. Some meetings have to be open, some are likely going to be closed, because they may be discussing things like assessment collection, or violations, or attorney-client issues, where it might be a meeting that members don't come to, but keep in mind that the board meetings are typically for the board, and so members normally should not be allowed to disrupt those meetings or to participate as much as board members. They might have a right to raise issues at some point, or to raise concerns during some public session where they get to speak, but I'm focusing more on doing the business of the board meeting, which would just be board members speaking in terms of Roberts. Robert says, if you're a board smaller than about 12, and I'm going to go all the way down the rabbit hole for you here. Robert says in section 49 that the boards that are smaller than about, than fewer than about 12 people are present can be much less formal than a large meeting, and he gives some examples, such as members can sit around a table, like you said, and they don't have to be recognized, they don't have to raise their hand and stand up like you would at some big PTA meeting, you can just join the conversation, just have a chat. Robert says in board smaller than about 12, you don't have to have seconds to motions. Well, now that one kind of makes sense, if you think about it, and that's causing a group of 100 people, one person wanting to discuss an issue, and one other person, two out of 100 I could at least do that math. We're not going to talk about something unless at least 2% of our group wants to talk about it in our group of 100 On the other hand, if you've got a board of four people, one person's 20-5% are you really going to say we're not even going to talk about something unless at least half of our group wants to talk about it? So, Rob, Robert says seconds just aren't a big deal in small boards, unless you have a rule. Robert says people can talk as many times as they want, they can speak as long as they want in a small board. The chair is much less formal than in a large meeting. They don't have to say weird things like the chair recognizes Robert, that you don't talk that way with five people in a room. And lastly, Robert's notes that in a board typically the chair is a full participant, they can participate, they can make motions, they can vote. And I talk about this in the Fast Track guide. I'm not recommending politically that the chair may want to do all of that. There are reasons for the chair really to just run the meeting, and only to get involved in the vote if it will affect the income, and that I'm sorry, the outcome, and that's because of politics, you know. As soon as the chair makes it clear they're on one side or the other, people may think I'm not sure I trust this chair to run a fair meeting.

Robert Nordlund: 13:54

He or she is swaying, then the meeting correct power and influence. Okay,

Jim Slaughter: 13:58

great. But Roberts allows that, so a, an HOA board meeting could be so informal. I'm not recommending this for all situations, but there's nothing wrong with the chair saying something to the effect of, "Hey, everybody sitting around the kitchen table, we've gotten a renewal proposal for our landscaper, and our landscaper says they'll renew our contract for another year at the same cost as last year. Everybody okay with the landscaper? Uh, huh, yeah, yeah. Is there any opposition? Is anybody opposed to renewing landscapers contract for another year at the same cost as last year? No, no, no, that's fine. Okay, moving on. Yeah, rapid, moving on forward. What did we just do? You know, we just adopted a motion that we renewed the landscapers contract for another year at the same cost as last year, and it would go in the minutes that way. The chair just did it by unanimous consent, unanimous consent, or general consents, just a concept that if the chair prefaces something with, is there any objection to, and nobody objects, you're done. You don't have to take the time to get the second and the motion and the discussion and the vote, because every. Everybody is in favor of it. Any size meeting can use general consent, but there's nothing wrong with a good chair using general consent or unanimous consent to do things like, is there any objection to approving the minute? Hearing no objection, the minutes are approved. Is there any objection to ending debate and going ahead and voting on the motion? Hearing no objection, debate is ended. If somebody objects, it doesn't mean you don't do the action, it just means you slow it down, you get a motion, maybe a second if you need it, you discuss it, you, you vote on it, but my point being is that lots of things can be done in a small meeting, much less formally, that, and you would see it in an annual meeting, where you kind of expect the chair to just run the meeting, they don't take sides. The chair is supposed to call on people, they talk, they make motions, you get seconds, you debate things, you vote things up or down. It needs to be more formal in a large group, just because of all the people. It's very difficult to have that kind of a conversation that you would have at a board meeting.

Robert Nordlund: 15:58

Well, I'm hearing a couple things here. One is pace, and I like the idea that a small meeting, when the board, yes, and very good reminder there, Jim, the board is a board meeting, they're running the business of the association, hopefully they're prepared, and so in your example, we're going to talk about the landscape contract, Bill, you were going to get two other proposals, right, and Bill says, yeah, I got two other proposals. I distributed them to you last week, so now we have the existing company and two other companies. Everyone has reviewed those. Any questions? Right, open discussion about the three proposals. And what do you say? Do we go with ABC Landscape? They have been serving us well. Their price is competitive. The other companies didn't have anything new to offer, and everyone, like you said, a general consent. Yeah, we like it. There's nothing new, no real advantage to anyone else. Let's move forward. So, I'm I like the relative informality. I like the reminder that it's board business, and hopefully people come prepared, but I also heard the issue of pace. You don't want to go so informally that the person trying to take minutes, who is often a board member, can't participate in the discussion because they're saying, "Okay, hold on, okay, wait, wait, wait, we reviewed three proposed, you know, it takes a while to write things down, and so maybe pace is driven by taking accurate minutes, not the level of formality. Is that perhaps true?

Jim Slaughter: 17:32

When we're hopping off the procedure over to minutes, I have a chapter on minutes in both the fast track guide, as well as notes and comments. By the way, I don't make money off the sales of those books, so I'm happy to talk them and to talk about what's in them, because I tried to put a lot of useful stuff in there. Minutes in Roberts and state statutes sometimes vary this, but minutes in Roberts are just a record of what was done.

Robert Nordlund: 17:54

Okay,

Jim Slaughter: 17:55

not a record of what was said, because we don't care what people said, we care what Robert thought. Sorry, Robert, we don't care. We want to know whether something passed or failed. And so, even Roberts, in Robert's pure minutes, tend to be what was the meeting, where was the meeting, when was the meeting, who was at the meeting. And then there's one paragraph for each motion that got made, and did it pass or did it fail. And the last paragraph is, what time did the meeting end? So, Roberts minutes are very short. You might have an hour and 40 minute that fits on a single sheet of paper, double spaced with big margins. Some states have statutes for HOAs and condos that require a summary of discussion or a summary of debate. So be aware that statutes can sometimes change my point, since you were asking about the minutes. If you have a good agenda, which you and I can talk about separately, if you have a good agenda, which is worth its weight in gold, there's not really a reason that the minutes can't be written in advance, and the reason I say that, you know what the group is, you know where it's meeting, what time it's meeting, you have an idea of who could be there, and list them all, and then mark off who doesn't show up, and if you have a good agenda, you know the motions that are going to come up at the meeting, you just don't know if they're going to pass or fail, so there is a concept known as model minutes or mock minutes, where the secretary prepares the minutes before the meeting and then just says passed, failed, passed, failed, done with minutes five seconds after the meeting ends, whether it's a board meeting, or a membership meeting,

Robert Nordlund: 19:22

or the way I'm thinking, I would have the agenda here, I would have my model minutes here, and when we get to the landscape line item, I would say pass, we chose ABC landscaping,

Jim Slaughter: 19:33

correct, and, and the, the informal I gave you, by the way, Robert, that the unanimous consent, don't use unanimous consent for things you aren't, you know, aren't going to be unanimous. It's for things that you don't think people have strong feelings about, like the minutes. Possibly the more formal way to do a motion, whether it's a board meeting or a membership meeting, would be somebody likely would say, "Hey, our committee looked at the landscaper, we looked at two other landscapers. Dollars, we like our landscaper on behalf of the committee. I move that we renew our landscapers contract for another year at the same cost as last year. By the way, it's already seconded. If you need seconds, it's because it's coming from a committee. You sometimes hear reports from committees don't need seconds, and that's that's not quite right. Okay, committees from reports from committees do need seconds, but if they've got more than one person on the committee, they've already got a second. So, anybody that says on behalf of the committee it's already seconded, the chair would say it's moved and seconded to keep the landscaper for another year's the same cost as last year. Is there any discussion? Discussed, discussed, discussed. We'd do pro con, pro con, have some discussion, and then when nobody else wants to talk, the chair would, if being formal, would say now we're going to vote on keeping the landscaper for another year at the same cost as last year. All those in favor of the motion say aye. All those opposed say no. Motion either carries or doesn't carry. If it carries, the chair would say, and we're going to keep the landscaper for another year at the same cost as last year. So, so a lot of running a meeting is just explaining to people what are we doing, where are we, what are we talking about, what are we about to vote on, what did we just vote on. So a good chair spends a lot of time explaining exactly where we are and what we are doing, so that nobody's confused, or even worse, says, as you may have heard in a meeting, oh, I didn't know that's what we just voted on, you know? I voted wrong. Can can we can we vote on it again? I thought we were voting to close debate. Did we just vote on the landscaper contract, and that wouldn't happen if the chair just explains at all times exactly what we're doing.

Robert Nordlund: 21:37

Okay, I like hearing that the chair almost. I'm going to a play on Saturday, date with my wife, and we're seeing.. I don't want to make a long story about, but I know there's going to be a narrator kind of talking through, and now this almost like a radio show, and this is happening, and this is happening, and it sounds like the chair is so important to hold order to guide people through, and so it is clear from a brand new homeowner going to their first monthly board meeting to see, oh, that's what's going on, and to know what's the pace is the order, and I hope their shoulders are going down as they're feeling more relaxed, that oh, this is how the association is managing the business and running our association in an orderly fashion. I would get comfort, I would feel peaceful after seeing that, and just like you say, the chair just running in an orderly fashion, step at a time, not getting ahead of themselves. Is that fair?

Jim Slaughter: 22:41

That's fair, and of course, you and I, Robert, with this particular discussion we're having, might be considered by some listeners to be, we're being a bit Pollyannish, and that's because we've only had happy board, we've had members fine with the landscaping contract, you know how much opposition is there to that, but keep in mind that one of the reasons Roberts is 714 pages long is because there are provisions in there for when you have either problem members or problem chair. In fact, your listeners may not know a new Roberts comes out about every 10 years, and they tend to put into it things that are going on in the world. In fact, the last edition that came out in 2021 added about 15 pages on electronic meetings, electronic voting, virtual, all that kind of stuff. There will be many more pages in the edition that comes out in the early 2030s Within the last 20 years, Roberts has added a chapter on how to deal with problem members that has gotten much larger, and they actually added a chapter on how to deal with problem chairs, and so obviously they recognize there is an issue out there with both members and chairs of maybe not everybody getting along as much as can, so there absolutely is an aspect of procedure about how to deal with the more difficult aspects of meetings and not just the unanimous consent type things you and I are talking about right now.

Robert Nordlund: 24:02

Got it. Well, you're absolutely right. I think we got off to an easy conversation, and there are a lot of bumps in the road in the world that we live in. So, you know, I started looking at the clock, and I realized time was flying. So, we need to take a quick break at this time to hear from one of our generous sponsors, after which we'll be back to hear more common sense for common areas, and specifically how to deal with incivility and challenging issues when it comes to running an orderly board meeting. Is your HOA or condo self-managed, and you don't want to work as hard volunteering? Are you full managed and looking to save money, or are you looking to split the accounting from a manager's role for better service? Let Community Financials handle the monthly accounting for you. We collect dues, pay bills, produce financial reports, include portals, and help with other support services, all while providing awesome service. We love the opportunity to help you make your community accounting stress-free with our industry-leading systems and expert team. Visit our website, Community Financials. Com to learn more. Well, everyone, Jim and I had a great little conversation over the break on where we want to go from here. How we want to close the program. We're actually talking about additional episodes to do in the future, which we will very likely do. But one thing I want to ask Jim is, where did these rules of orders come from?

Jim Slaughter: 25:20

And I often get asked, why does some of this stuff matter. The reason it matters is, goes there, there is a legal aspect to this procedure. If you violate a statute, if you violate your governing documents, if you don't give enough notice of a meeting, if you don't wait until enough people get to the meeting to have a legal meeting, if you take votes and you take the wrong vote, you may find out that what you did doesn't matter at all, because you didn't do it right, but I would like to stress that not the legalities as much for purposes of this program, but what you and I have been talking about, which is that proper procedure can make meetings shorter, and it can make them fair. If you're truly asking me, where a lot of these rules come from, I know you, you asked about this specifically, it just happens that this February was the 150th anniversary of the publication of the first edition of Robert's Rules of Order, which was a tiny little book that could fit in your pocket, so it was not as nearly as big as it is now. It continues to be updated, and we are currently in the 12th edition of Roberts, and again, that book will only matter to you if somewhere in your documents it makes reference to Robert's Rules of Order, or if you have a state statute, like we do in our state, that says associations must follow Robert's Rules of Order,

Robert Nordlund: 26:29

and from what we've been reminded of earlier, those that orderliness can scale with the size of the board and the size of the audience, and also, as you suggested before, we went on break the significance of what you're discussing, the conflict, or the maybe the tension in the room. How do you scale from being someone on the casual side to if all of a sudden Fred from unit number 13 walks in the room and you realize, okay, things just got icy here. Jim's, or where I say Fred. Fred is known for complaining. How do you scale the meeting, maybe even on the spot, when you know you're going to have a contentious issue, or a contentious person just walked in the room?

Jim Slaughter: 27:16

There's nothing wrong with the chair pointing out, and in fact, I'll analogize, think school board, think city council, think county commission. I mean, they're always fewer than 10 members, but they tend to be, if you've seen them on TV, very formal. They make very formal motions, they have seconds, they debate, they don't interrupt, they vote. They are extremely formal, and that's because they have decided, even though we're small, the issues we're dealing with are so important, we're either going to end up in court or we're spending a lot of money, that we better be formal, even though we're small, and so there's nothing wrong with a small board deciding that today we're going to talk about an issue that's significant enough that let's be a little more formal. I'm going to ask for a motion, we're going to get a second, we're going to debate it, we're going to vote on it, we're not going to just be as casual as we sometimes are. There's nothing wrong with the chair explaining how they plan to run the next part of the meeting, and members tend to like that if they know what's going on.

Robert Nordlund: 28:09

Okay, and would that also mean that when the chair sees Fred from unit number 13 walk into the meeting, he says, and today, what's the member opportunity for them to speak out today. We're going to, as usual, have an opportunity for members to speak. I just want to remind everyone that you have a two-minute opportunity. Just something is that on the spot,

Jim Slaughter: 28:33

because of the way housing laws work. I would tend to focus on more informal, more formal based on the subject matter you're discussing, I'd prefer the meeting not change its tenor just because Fred from unit number 16 walked in. There's nothing wrong with having rules on public discussion at all your meetings, and maybe you need to remind everybody of what those rules are, or remind someone of them what they are right now, because of someone you've seen walk into the room, but I'd prefer not to be changing the rules because of personalities, if possible, because that seems to be a little bit of singling someone out.

Robert Nordlund: 29:12

Very good point. Just because Fred from unit whatever has been a pain in the past doesn't mean that he's always a pain, and he's an owner at the association, just like everyone else, so he has rights,

Jim Slaughter: 29:26

but don't misunderstand me, Robert, I wasn't saying you might not in your head have decided that's why we're going to handle this issue more formally, we're going to handle this hearing much more formally, because of who's involved, but I certainly wouldn't say that out loud, as it suggested that not happen

Robert Nordlund: 29:44

now that Fred walked in the room, yeah, let's not go there. If you are generally a friendly group and things happen to generally move along smoothly, how would you, as the chair, react if someone is. Starts being in the audience, starts being disruptive.

Jim Slaughter: 30:02

There are a couple of things, and again, you can find this in Roberts. I talk about in my, my books. If many things in Roberts are designed to stop that from happening, you're not supposed to speak under Roberts unless you've been recognized by the chair. All remarks at a meeting are actually supposed to be directed at the chair, and that's because that's less personal than if I start talking to Robert directly about something you just said. Whenever the chair notices people talking directly at each other, or if anybody starts to say things that are inappropriate, the chair needs to stop that immediately by just nicely calling the member to order. I see you using a pretend gavel in the air. If a small board would even have that, as you know, a lot of this is less gaveling someone down, which you're never going to be able to do, and just using interpersonal skills to remind the people how they need to treat each other,

Robert Nordlund: 30:52

which is what you started out the very beginning, be respectful to others, and there

Jim Slaughter: 30:57

are in Roberts, there are many steps you can take if someone is out of order, but I would stress more the interpersonal aspects, which people used to, you're of an age, as I am, where you may remember meetings a long time ago where people got thrown out of meetings.

Robert Nordlund: 31:11

Yep,

Jim Slaughter: 31:12

that doesn't really happen much anymore, partly because everybody's got their cell phone with the video playing, because they'd love to have a video being thrown out of a meeting, and secondly, everybody's got their lawyer on speed dial, and so now it's all about de-escalation. If truly a disruption happens during a meeting, it might be time to take a break, a recess. It might be time to recess and go talk with the member to find out what is going on here. It might be time to take a recess and go talk with the person, with a friend of the person. It might be time just to end this meeting to adjourn it, and we will figure out before our next meeting what is going on. Roberts absolutely has a disciplinary process where people can be called to order, non-members can be required to leave a meeting, things can happen to an individual, but I'd rather stress the let's figure out how to deescalate this situation, if possible, rather than escalated, but Roberts does have provisions for more serious offenses.

Robert Nordlund: 32:06

I was thinking about the last instance I had, where it was a client who was going to pass a big special assessment, and the board president asked me to come to the annual meeting and talk through the reserve study, and the need for the big special assessment, and said, by the way, we expect it to be a contentious meeting, so we will have hired security on the premises, and I'm not a big guy, you know that, and I get to the meeting, I get there, you know, 1015, minutes early, and there was this huge security guard, uniform security guard standing at the door, and had to squeeze by him to get into the room, and just his physical presence kind of helped there be a air of, okay, this is going to be an orderly situation, and that was that was an interesting experience for me, that was the board's way of saying we're not going to let this meeting

Jim Slaughter: 33:00

get out a hat, and if you're meeting away from the association, many public places, like libraries and schools, and other places where associations sometimes meet frequently obligate you to have security, because it's their requirement, not yours. Some association meetings I've gone to have had a police officer present to give a report on the crime report, and to do an update on neighborhood watch type things, and there they were at the meeting. So, I mean, there are a variety of subtle ways you could do this. I will stress, though, that people tend to misbehave when they think something bad is going to happen at the meeting. I have had many chairs who they didn't get into the nitty gritty of parliamentary procedure, but they made it very clear at the beginning of the meeting, I'm going to run a fair meeting. Yeah, everybody's going to be allowed to talk. We're going to talk this thing as long as you want to talk about it. And then we're going to take a vote, and somebody's got more votes than somebody else does, and whoever has the most votes, that's the way we're going to go. And people acted remarkably well, and it's because people tend to act up if they think they're not going to be allowed to speak, or if the vote is going to be rigged, but if they think they have a fair shot, members again often act remarkably well.

Robert Nordlund: 34:07

Yeah, a fair shot in public at an orderly board meeting. Let me take you on a slight adjustment of that. The board members themselves dealing with each other in a civil manner. Let's talk about board members coming from different points of view, and we're not looking for, as you just mentioned, there's going to be a vote. How do you encourage boards to be respectful of each other, even though they have different points of view?

Jim Slaughter: 34:38

And I realize this is hopping out of parliamentary procedure and more into psychology and meeting a priest and all sorts of things, but board members have to figure out how to work together. They don't have to like each other, they have to figure out how to work together, and I wrote an article about a month ago on is disliking another board member a breach of. Your fiduciary duty, and the reason I said that is, I know of two instances where boards told me that they were not having meetings because they so disliked each other they didn't want to get together, and another one, someone told me they refused to go to a board meeting because they weren't going to be in the room with Robert. Well, wait a minute, Who's your duty to? Your duties to the association, you've decided that I so dislike someone, I'm not going to meet and talk about association issues and vote on things that matter to the association. So it is possible that your dislike and how you act as a result of that is a breach of your duty to the association. Keep in mind at all times you have to do what is best for the association, that may mean being uncomfortable, but a bit at a meeting, so I would stress again that even if you don't want to be friends, even if you're not gonna go out for drinks, board members can disagree, they still need to figure out how to have meetings and to talk with each other and to vote on things.

Robert Nordlund: 35:57

I like that you are, I guess, can I say, you need to love the association more than you dislike the other board member.

Jim Slaughter: 36:06

Yeah,

Robert Nordlund: 36:06

something like that. Okay, good. I like that, Jim. It's definitely time. It's great having you back on the program. I see this happening again and again and again, as hopefully more often than every 10 years that they update Robert's rules. Thanks for being on the program to share your insights on how to run orderly board meetings. Any closing thoughts to add at this time?

Jim Slaughter: 36:28

Always a pleasure to be with you. Happy to come back.

Robert Nordlund: 36:30

Fantastic. Well, thank you, Jim, to my audience here for your use. There's over 600 HOA and condo searchable blogs on timely association issues that, like Jim was just mentioning, and you can find that at Jim's Law Firm's website, Law Firm carolinas.com L A W F I R M carolinas.com or you can go to Jim Slaughter, can I say, as you would slaughter a pig, Jim slaughter.com to see more handouts and resources on running proper meetings. We certainly hope you learned some HOA insights from our discussion today that helps you bring common sense to your common areas. We look forward to having you join us for another great episode next week.

Announcer: 37:20

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Unknown: 38:39

you.