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California HOA Board Rules: Email Decisions, Records Requests and IDR

Below are short answers to questions homeowners often run into alongside a fine dispute: how the board has to make decisions, getting the HOA's records, and internal dispute resolution. They are based on the Davis-Stirling Common Interest Development Act, codified at California Civil Code §§4000–6150; references throughout this article to "Civil Code §xxxx", "Davis-Stirling" and "§" point to the same body of law.

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Can my HOA board decide things by email?

No, with one narrow exception. The board can't take action on any item of business outside a board meeting (§4910(a)), and it can't hold a meeting through a series of emails or other electronic messages (§4910(b)(1)).

The exception is an emergency meeting. Email can be used only if every director consents in writing and the consents are filed with the minutes (§4910(b)(2)). An emergency meeting is one called for circumstances that could not reasonably have been foreseen, that need immediate attention, and that make normal meeting notice impracticable (§4923).

A fine has its own requirements on top of this: it must be imposed at a meeting you were given at least 10 days' written notice of (§5855(a)), and a fine over $100 also needs a written finding made at a board meeting open to members (§5850(d)(2)).

How would you know? Every board meeting must be announced to members at least four days ahead, with the agenda (§4920(a), (c)–(d)). A meeting held only in executive session needs two days' notice, and a true emergency meeting needs none (§4920(b)(1)–(2)). Minutes of open meetings must be available within 30 days (§4950(a)), and anything discussed in executive session must be generally noted in the minutes of the next open meeting (§4935(e)). If a decision appears with no announced meeting, no agenda item and nothing in the minutes, ask the board in writing when it was made.

If the board acts outside a meeting, a member can sue within one year to enforce these rules. A member who wins recovers attorney's fees and court costs, and the court can add a penalty of up to $500 per violation (§4955(a)–(b)).

For boards: how to make this work.

• Use email for information, scheduling and questions to the manager. The ban is on taking action, not on communicating. Avoid debating and agreeing on a decision by reply-all, because that starts to look like a meeting held by email.
• Meet regularly, for example monthly, and put routine items on the agenda.
• Keep meetings short and hold them by video or phone if that helps. A teleconference meeting needs a physical location members can attend (§4090(b)), unless it meets the conditions for a fully remote meeting. These include joining instructions and a tech-support contact in the notice, the same ability to take part as in person, a phone option for everyone, and roll-call votes (§4926(a)).
• When something comes up between meetings, call a meeting on four days' notice. Use an emergency meeting only for what really couldn't have been foreseen and can't wait (§4923).
• Don't decide by email and "ratify" later. Davis-Stirling doesn't provide for that. Make the decision at the meeting: put the item on the agenda, let members speak (§4925(b)), then vote.
• Decide at a meeting what the manager can handle without a vote, such as routine repairs up to a set amount, and record it in the minutes.

The board says it "doesn't do" IDR. What now?

That isn't an option the law gives it. Every HOA must have a fair, reasonable and expeditious process for resolving disputes with members about their rights or duties under Davis-Stirling, the nonprofit corporation law or the governing documents, called internal dispute resolution, or IDR (§5900(a), §5905(a)).

Start with your annual policy statement, which must describe the HOA's IDR process (§5920). Then:

• if the HOA has its own procedure, it must take part when you invoke it (§5910(c));
• if it has none, a default "meet and confer" process applies automatically (§5905(c)), and under it the HOA cannot refuse your request to meet (§5915(b)(2)).

Who sets the procedure? The HOA, not its manager. If the board adopts its own dispute procedure, that is an operating rule, so it goes through the rule-change process: notice to owners at least 28 days before, a decision at a board meeting, and notice of the adopted rule within 15 days (§4355(a)(5), §4360(a)–(c)). A rule not adopted in good faith and in substantial compliance with that process is not enforceable (§4350(d)). A form a management company circulates is not the HOA's procedure unless the board adopted it, and changing managers doesn't change it. If there is no valid procedure, the default process applies (§5905(c), §5915(a)).

Either way, you can't be charged a fee to take part (§5910(g), §5915(d)). Repeat your request in writing, name the rule that applies, and keep a copy. If the HOA later sues you over the same dispute, it may not file that lawsuit unless it first engaged in good faith in the IDR process you requested (§5910.1).

My records request was denied or ignored. What now?

The right covers the records the law lists, such as the governing documents, meeting minutes, executed contracts and financial records (§5200(a)). Denied and ignored end in the same place: if the deadline passes without the records, the HOA has withheld them. The first step differs:

• Denied: ask in writing for the reason. An HOA that denies or redacts records must give you a written explanation of the legal basis if you request one (§5215(d)).
• Ignored: check that your request went to the person named in the annual policy statement to receive documents, or to the president or secretary if no one is named (§4035(a)), and note the date the deadline passed.

The grounds for withholding are set by law (§5215(a)). They include a real risk of identity theft or fraud, legal privilege, another member's privacy, and the disciplinary and collection records of members other than you. What the HOA pays its employees, vendors and contractors can't be withheld at all, except under attorney-client privilege (§5215(b)).

Check the timing too. Records from the current fiscal year must be made available within 10 business days of the HOA receiving your request, and records from the previous two fiscal years within 30 calendar days (§5210(b)(1)–(2)). Minutes of open board meetings must be available within 30 days of the meeting (§5210(b)(4), §4950(a)).

If the HOA still refuses, you can sue to enforce the right, including in small claims court if your claim is within its limit. If the court finds the HOA unreasonably withheld the records, it must award you reasonable costs and attorney's fees and can add a penalty of up to $500 for each denied written request (§5235(a)–(b)). An HOA that wins recovers its costs only if the court finds your case frivolous, unreasonable or without foundation (§5235(c)).

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These answers explain the general rules. Whether they apply to you depends on your HOA's documents and what actually happened.

Related questions

• California HOA Fine Notices and Hearings: Quick Answers
• How Much Can a California HOA Fine You? Quick Answers
• Can Your HOA Fine You Without a Hearing?

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