§ 42–1903.03. Meetings; electronic notice.
*NOTE: This section includes amendments by emergency legislation that will expire on January 15, 2023. To view the text of this section after the expiration of all emergency and temporary legislation affecting this section, click this link: Permanent Version.*
(a) Meetings of the unit owners’ association shall be held in accordance with the provisions of the condominium instruments at least once each year after the formation of the unit owners’ association and shall be open to all unit owners of record in good standing. The bylaws shall specify an officer who shall, at least 21 days in advance of any annual or regularly scheduled meeting, and at least 7 days in advance of any other meeting, send to each unit owner notice of time, place, and purposes of the meeting. Notice shall be sent by United States mail to all unit owners of record at the address of their respective units and to one other address as any of them may have designated in writing to the officer, or notice may be hand delivered by the officer; provided, that the officer certifies in writing that notice was hand delivered to the unit owner. Alternatively, notice may be sent by electronic means to any unit owner who requests delivery of notice in an electronic manner and who waives notice by mail or hand delivery, pursuant to subsection (e) of this section.
(b)(1) Except as otherwise provided in the condominium instruments, all meetings of the unit owners’ association, committees of the unit owners’ association, and the executive board shall be open for observation to all unit owners in good standing. Minutes shall be recorded and shall be available for examination and copying by unit owners in good standing. This right of examination may be exercised:
(A) Only during reasonable business hours or at a mutually convenient time and location; and
(B) Upon 5 days’ written notice identifying the specific minutes requested.
(2) Notice, including the time, date, and place of each executive board meeting, shall be furnished to a unit owner who requests this information and published in a location reasonably calculated to be seen by unit owners. Requests by a unit owner to be notified on a continual basis must be made at least once a year in writing and include the unit owner’s name, address, and zip code. Notice, reasonable under the circumstances, of special or emergency meetings shall be given contemporaneously with the notice provided to members of the executive board conducting the meeting.
(3) Unless otherwise exempt as relating to an executive session pursuant to paragraph (5) of this subsection, at least one copy of the agenda furnished to members of the executive board for a meeting shall be made available for inspection by unit owners.
(4) Meetings of the executive board may be conducted or attended by telephone conference or video conference or similar electronic means. If a meeting is conducted by telephone conference, video conference, or similar electronic means, the equipment or system used must permit any executive board member in attendance to hear and be heard by, and to communicate what is said by all other executive board members participating in the meeting.
(5)(A) The executive board, upon a motion and an affirmative vote in an open meeting to assemble in executive session, may convene in executive session to consider:
(i) Personnel matters relating to specific, identified persons who work for the unit owners’ association, including a person’s medical records;
(ii) Contracts, leases, and other commercial transactions to purchase or provide goods or services, currently in or under negotiation;
(iii) Pending or anticipated litigation;
(iv) Matters involving state or local administrative or other formal proceedings before a government tribunal for enforcement of the condominium instruments or rules and regulations promulgated by the executive board;
(v) Consultation with legal counsel;
(vi) Matters involving individual unit owners or members, including violations of the condominium instruments or rules and regulations promulgated pursuant to the condominium instruments and the personal liability of a unit owner to the unit owners’ association; or
(vii) On an individually recorded affirmative vote of two-thirds of the board members present, for some other exceptional reason so compelling as to override the general public policy in favor of open meetings
(B) For the purpose of subparagraph (A)(iii) of this paragraph, the term “anticipated litigation” means those instances where there has been a specific threat of litigation from a party or the legal counsel of a party.
(6) The motion to assemble in executive session shall state specifically the purpose for the executive session. Reference to the motion and the stated purpose for the executive session shall be included in the minutes. The executive board shall restrict the consideration of matters during an executive session to those purposes specifically set forth in the motion. A motion passed, or other formal action taken, in an executive session shall be recorded in the minutes of the open meeting, but this shall not require disclosure of any details that are properly the subject of confidential consideration in an executive session. The action or actions authorized by a motion passed in an executive session shall be reflected in minutes available to unit owners in good standing. The requirements of this section shall not require the disclosure of information in violation of law.
(c) Subject to reasonable rules adopted by the executive board, the executive board shall provide a designated period of time during each regularly scheduled meeting to allow unit owners an opportunity to comment on any matter relating to the unit owners’ association. During a meeting at which the agenda is limited to specific topics, or at a special meeting, the executive board may limit the comments of unit owners to the topics listed on the meeting agenda.
(d) The executive board may take action without a meeting by resolution issued with the unanimous written consent of the members of the executive board in support of the action being taken. A copy of the resolution shall be attached to the minutes of the next executive board meeting that occurs following its adoption.
(e)(1) Notwithstanding any language contained in the condominium instruments, the unit owners’ association may provide notice of a meeting or deliver information to a unit owner by electronic transmission if:
(A) The executive board authorizes the unit owners’ association to provide notice of a meeting or deliver information by electronic transmission;
(B) The unit owner provides the unit owners’ association with prior written authorization to provide notice of a meeting or deliver material or information by electronic transmission; and
(C) An officer or agent of the unit owners’ association certifies in writing that the unit owners’ association has provided notice of a meeting or delivery of material or information by electronic transmission as authorized by the unit owner pursuant to this subsection.
(2) Notice or delivery by electronic transmission shall be considered ineffective if:
(A) The unit owners’ association is unable to deliver 2 consecutive notices; and
(B) The inability to deliver the electronic transmission becomes known to the person responsible for the sending of the electronic transmission.
(3) The inadvertent failure to deliver notice by electronic transmission shall not invalidate any meeting or other action.
(f) Notwithstanding any language contained in this act or in the condominium instruments:
(1) The executive board may authorize unit owners to submit votes by electronic transmission up to 7 days before the scheduled date of any meeting of the unit owners, and unit owners who submit votes during such period shall be deemed to be present and voting in person at such meeting.
(2)(A) Meetings of the unit owners' association, board of directors, or committees may be conducted or attended by telephone conference, video conference, or similar electronic means. If a meeting is conducted by telephone conference, video conference, or similar electronic means, the equipment or system used must permit any unit owner in attendance to hear and be heard by, and to communicate what is said by, all other unit owners participating in the meeting. Any unit owner, board member, or committee member attending such meeting shall be deemed present for quorum purposes.
(B) A link or instructions on how to access an electronic meeting shall be included in the notice required under subsection (a) of this section.
(C) Any matters requiring a vote of the unit owners' association at an annual or regular meeting may be set by the executive board for a vote, and a ballot may be delivered with the notice required under subsection (a) of this section. The executive board may set a reasonable deadline for a ballot to be returned to the association.