Sunday, April 18, 2010
Proper Protocol for a Board’s Use of Emails
Several years ago the concern was that board members were discussing association business at the pool or in the clubhouse out of earshot of the association members. These days the greater concern is that the board is discussing and making important decisions regarding association business via email. Any time there is a quorum of the board “present” and discussing association business that gathering is a de facto board meeting which must be properly noticed and open to the unit owners.
There is no doubt that chat sessions where a quorum of board members are communicating simultaneouslyabout association matters is, in reality, an unnoticed board meeting which is not permissible. The more difficult question is whether or not board members can email each other about association matters either before or after board meetings. It is unrealistic to expect board members to not communicate via email. Email and text messages have become our most prevalent mode of communication these days. Unfortunately, our statutes have not kept pace with technology and do not adequately address board member use of email. Here are a few common sense tips to keep in mind:
• Do not put anything in email that you would not want to have blown up and used as an exhibit in a trial or mediation down the road. Remember there is no expectation of privacy on the internet. I recall an email that was forwarded to me several years ago when a board member was lamenting to the manager that something had to “be done” about the renter whose wheelchair was damaging the carpeting in the clubhouse. Imagine the tone that email set for the judge in the discrimination trial that ensued.
• Face to face meetings and/or phone calls are still preferable when dealing with high emotion topics. There is no way to discern tone or intent via email. In addition, many people are much bolder in their sentiments in an email which often leads to a dispute escalating unnecessarily.
• Board members should not be polling each other via email on how they are going to vote on a particular upcoming matter. Those kinds of discussions need to take place in the open forum of a duly noticed meeting in front of the owners. If your board is simply ratifying items that have previously been voted upon amongst the directors via email, you are doing a disservice to your owners as well as being in violation of the statutes.
• Email content should always be courteous, respectful and professional if they are being sent in your capacity as a representative of the association. Overuse of emoticons and a too casual tone can send the wrong message at times. Boards are well advised to adopt an email policy which all directors and the manager must follow.
Email overuse and abuse is something we are all guilty of at times. How many of you have clogged inboxes because you were copied on emails that did not require your input? How many of us have sent hasty emails and later regretted it? Sending emails in your capacity as a director is even more fraught with peril then simply forwarding an ill-advised chain email to a distant relative!