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Open Board Meetings Under the Texas HOA Laws: Just How “Open” Are They?

HOA - DDUnder the Texas homeowners association laws passed several years ago, HOAs are required to make the meetings of their respective boards “open.”  But open to who?  The public?  Can just anyone attend?  Can I bring a lawyer?  A local news crew?

            The answer is, just the owners (the persons who hold legal title to property within the residential subdivision) and their personal representatives are entitled to attend.   That’s it.  Regular and special board meetings must be open to all owners, subject to the right of the board to adjourn and reconvene in a closed section.   So if you’re an owner or the owner’s personal representative, you can attend the regular meeting, but if the board goes into a closed session, you’re not allowed in.

            What matters are appropriate for a closed, executive session?  Actions involving personnel, pending or threatened litigation, contract negotiations, enforcement actions, confidential communications with the HOA’s attorney, matters involving the invasion of privacy of individual owners, and matters that are to remain confidential by request of the affected parties and agreement of the board.  Everything else is fair game for a regular or special meeting.

            The new laws now also require that owners be given advance notice of any regular or special board meetings.  The date, hour, place and general subject matter have to be disclosed in the notice, along with a general description of any matter to be brought up in executive session.  The notice can be given in several ways.  It can be mailed, but the mailing must occur at least ten days before the meeting, but not more than sixty days before the meeting.  Alternatively the notice can be e-mailed to owners who have registered an email address with the HOA, or it can be posted on the HOA’s website.  These electronic forms of notice must be given at least 72 hours before the meeting.  An HOA can also provide notice by posting it in a conspicuous manner in a common area at least 72 hours before the meeting.

            Can any board meetings be held without the required notice to owners?  Yes, in limited circumstances.  Boards can meet, even by telephone or other electronic means, without prior notice, if each director may hear and be heard by every other director, or the board may take action by unanimous written consent to consider routine and administrative matters or a reasonably unforeseen emergency or urgent necessity that requires immediate board action.   But any  action taken without notice to the owners must be summarized orally  and documented in the minutes of the next regular or special board meeting.

If the board is going to consider or vote on certain issues, the board cannot hold the meeting without giving the required notice to the owners.  These issues include the imposition of fines, damage assessments, initiation of foreclosure or enforcement actions (except TROs or violations involving a threat to health or safety), increases in assessments or levying special assessments, appeals from denials of architectural control approval, and suspending a right of an owner before the owner has had the opportunity to attend a board meeting and present the owner’s position.  Since this list is mostly what HOAs do anyway, it’s obvious that in passing these laws the Texas legislature intended for all owners to have sufficient notice of board meetings where the owners’ important rights might be at stake.