Annual meeting mistakes, although unintentional, are easy to make. The following article discusses five common mistakes that boards make at annual meetings.
 
1. Inadequate notice. The board should review the association’s bylaws to determine the time and/or date of the annual meeting. Many older bylaws do specify this information and the Board should not deviate from the date without first amending the Bylaws. In addition, the board should review the requirements for Member meetings to ensure that notice is sent to the members in the time frame required.
 
2. Board meeting v. annual meeting. Many Boards confuse the annual member meeting with just another Board meeting. As a result, the board may not realize that a quorum of members is necessary, not just a quorum of board members. In fact, a board quorum does not need to be present as long as there is a quorum of members. Also, by confusing these two types of meetings, it is often the minutes of the last board meeting, not the minutes of the last annual meeting, which are approved. Remember, the annual meeting is a meeting of the membership to conduct that business, which pursuant to the governing documents, is properly reserved to the members.
 
3. Proxies v. ballots. Using a proxy as an absentee ballot is a common election mistake. A proxy is a legal document in which one owner appoints another person (the proxyholder) to vote at the annual meeting on the owner’s behalf. The proxy may direct the proxyholder how to vote or it may allow the proxyholder to vote how he/she sees fit. Directed proxies are often confused for a ballot because it indicates how the owner would vote. However, the proxy is not the ballot. An actual ballot should be given to the proxyholder to cast the vote, just as it would be given to the owner if present. If the owner returns the proxy to the Association prior to the meeting, but the proxyholder is not present to cast a vote, the proxy itself cannot be treated as a ballot.
 
4. Allowing non-members to run for the Board. Most governing documents state that only members are eligible to serve on the Board. Most documents also state that members are record or titled owners of a unit within the association. Frequently, a spouse or significant other of the actual owner will be elected to the Board only to find out later that he or she was not even eligible. Determining eligibility requirements and verifying that candidates are eligible before the election will help the association avoid problems later.
 
5. Secret Ballot Counting. Counting ballots secretly, or only allowing Board members to count, invites the appearance of impropriety, especially in hotly contested elections. If the bylaws do not set forth a procedure to count votes, the Board should solicit at least four disinterested owners (those not running or related to someone who is running) to collect and count ballots. One person can read the ballot, one can mark down the number of votes, and the other two can monitor to ensure that the reading and marking are accurate. While this may be done in another room so that the rest of the meeting may continue, this type of procedure helps to keep the election process impartial.
The key to running smooth annual meetings is to know, understand and follow your governing documents. By doing this, you have a better chance of avoiding these common mistakes and other not-so-common mistakes. Whenever you are in doubt about the requirements of the governing documents, consult with the association’s legal counsel prior to the meeting.