The HOA Board Quarterly Fall 2014 Issue #11 | Page 13

fill it out completely, sign it, and return the application to the management office so it can be logged in. As part of our architectural rules, no work may commence without the prior written approval of the Architectural Committee. Violation of this rule may result in a $500 fine. Adopting Policies & Procedures. Unlike proposed rules, the adoption of policies and procedures, whether by management, committees or boards, does not require a 30-day waiting period for member input. The reason for the difference is that rules have penalties attached to them, whereas policies and procedures do not. RECOMMENDATION: If you’re not sure, have legal counsel review your rules, policies and procedures. FEEDBACK Missed Meetings. I think you made a mistake. I believe the Corporations Code allows boards to remove directors for missed meetings. -Jen M. RESPONSE: You’re thinking of Corporations Code §7221(a). It does not give separate statutory authority for removing absent directors. Instead, it defers to a corporation’s bylaws. It states: The board may declare vacant the office of a director...if at the time a director is elected, the bylaws provide that a director may be removed for missing a specified number of board meetings, fails to attend the specified number of meetings. The board cannot remove a director for missed meetings unless they first amend their bylaws to add attendance as a requirement. Even then, it would not take effect until the next election cycle for the absent director. HOA by Adrian Adams, Esq. Adams Kessler PLC Legal solutions through knowledge, insight and experience.” We are friendly lawyers; you can contact us at [phone] or [email protected]. Fall 2014 | Issue #11 | The HOA Board Quarterly | 13