Going Virtual: The Pros and Cons of Online HOA Board Meetings

By Matt D. Ober, Esq., CCAL

California’s Civil Code Section 4926 now allows community associations to conduct board and membership meetings entirely online without having a physical location. While the benefits of online board meetings are readily apparent, virtual meetings come with pluses and minuses that boards should weigh carefully. Here is an overview of key benefits as well as areas needing attention when taking board business online.

The Basics

Civil Code Section 4926 allows a community association to conduct a board or membership meetings virtually provided the association meets specified safeguards, which include:

1. The meeting notice must include:
2. a) Clear technical instructions on how to participate by teleconference.
3. b) The telephone number and electronic mail address of a person who can provide technical assistance with the teleconference process, both before and during the meeting.
4. c) A reminder that a member may request individual delivery of meeting notices, with instructions on how to do so.
5. Every director and member must have the same ability to participate in the meeting as if the meeting were held in a physical location.
6. Any vote of the directors must be conducted by roll call vote.
7. Any person entitled to participate in the meeting shall be given the option of participating by telephone.

Note, that a board or membership meeting cannot be held solely by video or teleconference if ballots are to be counted and tabulated pursuant to Civil Code Section 5120 (secret balloting procedure).

So Why Go Virtual?

Convenience tops the list of reasons for virtual meetings. Participants can join from anywhere via video call instead of traveling to a location at the community or to the management office. This saves time and expands participation since offsite owners, those caring for others, working late, or with demanding schedules and owners who are ill or disabled can easily log in and observed or participate.

Virtual meetings also improve attendance since they sidestep common deterrents like bad weather or evening commutes in the dark, improving community engagement. Also, in times of heightened emotion and threats against person and property by disgruntled or hostile members, virtual meetings allow the directors to govern without fear of harmful confrontation, violence  or hostility, allowing the board to conduct the business of the association without interruption.

With an expanding technological toolbox, virtual meetings can enhance information availability too. Meetings can be recorded and posted online along with slide decks, documents, and meeting minutes. This heightened transparency is another convenience. Members with a secure log-on code can access information shared during a virtual meeting.

Of course, what we gain in convenience and enhanced participation on line, we lose in terms of in person engagement, body language and perhaps a sense of community. Communities conducting virtual meetings should consider other ways to bring the community together.

Preparing for Success Online        

Virtual meetings require a bit more planning to match an in-person experience.

Notice: Meeting notices must cover the general meeting notice and agenda items plus technical details for logging in, and contact information for technical support both before and during the meeting. The notice also must contain a reminder that a member may request individual delivery of meeting notices.

Participation: The technology platform should offer multiple channels for attendance like video, audio-only calling, screen sharing capabilities, chat boxes for written questions, and virtual “hand raise” options. And of course, the ability to mute someone when necessary to gain control of the meeting.

Engagement without body language: Even though members speak or interact only during the  “member comment” portion of a board meeting, connecting with directors and members, and keeping them engaged without body language cues requires extra work. Consider using polling questions, screen share, whiteboard collaboration tools, and of course, meeting etiquette and conduct rules. Also, use of chat boxes with active moderation may assist here.

Particularly for board meetings, it may be difficult to replicate an in-person board meeting atmosphere. Keeping directors intellectually invested and engaged in board discussions during a virtual meeting remains an ongoing challenge. This puts pressure on the board president to keep directors engaged through prompts and questions on the agenda item being discussed.

Inclusiveness: Requiring a telephonic option and dial-in numbers enables members without internet connections or digital proficiency to join discussions and participate, and ensures association compliance with the Civil Code.

Transparency: Civil Code mandates roll call votes for virtual board meetings, and prohibits virtual-only meetings when counting secret ballots. This provides transparency and reassures members of their right to observe the decision-making process.

Post-Meeting Confirmation: Making board meeting minutes readily available and in a timely manner allows those who may not have heard clearly or could not participate the opportunity to review decisions made and action taken during the virtual meeting.

Watching Out For the Pitfalls

Back-up Plan. A rock-solid backup plan tops the precaution list for virtual meetings. At a minimum, have a call-in number if the online platform fails so the meeting can continue by telephone. Internet outages, power blackouts, technology glitches, and user error always lurk as hazards to an exclusively virtual meeting. Of course, when all else fails, the board can adjourn due to technical issues and reconvene at another date. Notice of the adjourned board meeting date should be provided containing the notice requirements required by Civil Code Section 4926.

Zoom-Fatigue. Consider a timed agenda to move the meeting along. The frequent pauses for questions or clarification needed during complicated discussions can heighten meeting length beyond reasonable durations. “Zoom fatigue” is real. Long virtual gatherings test patience and concentration so consider breaking complex agenda items into multiple shorter sessions.

Caution; Recording in Process. Finally, extra transparency means extra caution. Current technology makes It impossible to prevent a member from recording the virtual meeting. All meetings should begin with a warning that recording is prohibited. Board meeting conduct rules also should include a recording prohibition to allow for enforcement should a member record a meeting without permission. Recordings can lead to unnecessary second-guessing and political posturing around “gotcha” moments taken out of context, lost signals misinterpreted as sneaky backchannel conversations, or heated arguments that go viral across community social channels. Directors or members should feel “safe” working through issues candidly on behalf of the association without the fear of an unexpected recording being broadcast through email blast or on social media. Proactive protection from unapproved recording and publication of meetings is needed.

Change Brings Challenges, and Rewards.

Transitioning community governance to a virtual world raises valid concerns around lack of connection and engagement, ability to navigate technology, voting integrity, transparency, and overall professionalism of conduct during remote meetings. However, the logistical ease also removes previous barriers around busy schedules, mobility constraints, out-of-town owners, inclement weather and more that hindered in-person attendance. This expanded access and oversight by members into board deliberations is the very essence of open elections and homeowner association ideals – when executed conscientiously. As more boards explore remote formats, technology and best practice solutions will evolve rapidly to smooth out current limitations. Proactive online meeting management supported by clear virtual meeting rules will provide California homeowners associations with an encouraging additional governance tool and better opportunities for community involvement. Associations and community managers are sure to benefit from this legislation by way of meeting efficiency, time management, board meeting safety, and cost savings.