Unlike traditional board meetings, executive sessions are held by the HOA board to discuss privileged or confidential material generally tied to disciplinary action or personnel matters. Having a good understanding of when and how to conduct executive sessions can save your HOA considerable time and work in the long run. If you’re not sure what kind of conversations should be reserved for executive sessions, here is helpful guide:

  • Contracts – While not strictly necessary, a board can enter into an executive session to discuss contracts with third party vendors. This is especially true for contracts where conflicts of interest are a concern.
  • Legal issues – All legal issues should be handled as professionally as possible; so executive sessions are often necessary. Any legal issue related to attorney-client privilege, pending litigation and settlement strategies should, but aren’t required to be, discussed in executive session.
  • Foreclosures – If your board ever has to deal with a foreclosure, it should to be done inside an executive session.
  • Personnel matters – Issues related, but not limited to, hiring, firing, raises, discipline and performance reviews should be addressed in an executive session.
  • Assessments and disciplinary action – Any issues related to association members that involve conduct or delinquency should be addressed in an executive session. The person or persons involved have the right to attend the session and should be included.

Related: Proper Waste Removal and Outdoor Neatness

The other main concern or question we hear regarding executive sessions is about attendance. Here are the individuals you may need to include:

  • Board member
  • Managers
  • HOA attorney
  • Members in question and their witnesses
  • Others including vendors when discussing contracts
  • Minutes recorder- always, always document HOA meetings, including executive sessions

Hopefully this quick guide helps to demystify when and why to call an executive session. While most HOA business can happen in an open meeting, knowing when to call an executive session will make doing confidential or sensitive business easier and more professional. Just like other HOA meetings, your board can call these meetings in advance, and if necessary, by emergency. It is best to hold these meetings in person, but they can also be hosted by phone, or in a real emergency, by email or unanimous written consent. Remember, these meetings are private, which means all attendees need to understand they can’t discuss the meetings with neighbors or anyone else. This confidentiality also applies to meeting notes – don’t share them! If you have more questions about executive sessions, feel free to contact us at Spectrum!