Start Time: 7:32 pm
End Time: 10:56 pm
This Board Meeting was a dedicated Work Session, run by the External Relations Committee, to review the proposed HOA legislation that would carve our certain provisions for the Columbia Association. In a way, it showed some of the best and worst features of this Board. In a positive sense, a seeming majority of Board members showed curiosity, problem-solving, and appreciation for the dedicated efforts our Executive Team's hard work. On the other side, some Board members were confrontational, argumentative, and even tried to shut down the deliberations at an early stage to do away with the matter entirely.
(Note: A friend recently noted to me that using the term "Staff" to reference the Executive Officers of a $60 million organization was somewhat demeaning and pejorative. I'm not one to get hung up on semantics, but in this context, semantics has led behavior. I've tried my best to substitute "Executive Officers" or "Executive Team" to properly represent the stature of office, but am sure to slip).
CA Board in Microcosm
The HOA issue seemingly presents all of my concerns about the behavior of our Board in microcosm. It raises:
1) Our trust of Executive Officers;
2) The rule of minority interests:
3) Our amateur approach to items of professional and technical complexity;
4) Prioritization of perception over reality (thanks Bill);
5) Our inability to do anything "big".
With that said, I was certainly heartened by what happened last night. I figured this matter to be dead in the water and had been working over the past two weeks to talk to those looking to kill this initiative to see what we could do to meet the interests of all involved. I failed miserably on this count, but as others have told me, it may have been a fool's errand to begin with. My perception is that those opposing the HOA bill saw themselves taking the upper hand and were no longer interested in negotiating. I see in in litigation all the time.
However, this Board opened up in the context of a work-session to get the rough edges smoothed out and I think a lot was accomplished.
The True Effect of the Proposed HOA Bill
As friend-of-the-blog Bill Santos noted, the Homeowners Association Act does not govern anything. It is a regulatory document. As such, the CA Board is not looking to change the governance of the Columbia Association or the manner in which residents may interact with this organization. It is necessary to provide State remedy and enforcement for certain obligations that CA has taken on with respect to lien-payers.
The proposal (PDF) offered by our General Counsel and Executive Team would not change the HOAA as currently applicable to the Columbia Association. Unfortunately, for all involved, there have been some unintentional omissions and typographical errors that have provided many a "gotcha" for those looking to oppose this bill, and we absolutely must have this thing fly-specked before any further deliberation by the public or this Board. Let me say that again. We absolutely must have this legislation fly-specked before further deliberation. At this point in the game, the bill could, and probably should, fail on a typo or the impression that CA is being reckless with resident's rights.
Those Board members concerned by the proposed bill have asked for a line-by-line comparison between the proposal and the HOA law on the books (PDF). This is a reasonable request, but, yet again, looks to supersede the advice of CA's General Counsel in favor of an oft-misguided amateur interpretation of complex law.
The biggest sticking point for me last night was when our General Counsel described how there was nothing magical about the words "nonprofit community service corporation" and that we could have used language including the words "homeowners association" to the same ends as what they were seeking. I laughed. So much of this anxiety has been about "changing the classification of CA" (or "changing the governance structure of CA"), while standing on the clear presumption that "CA is a Homeowners Association." We moved ourselves from midfield to the 1 yard line in our own end zone by picking language that did not include "HOA". There are legal reasons why we would do this (avoid confusion, create distinction), but there are significant political reasons why this should have at least been an item of discussion.
It doesn't take too much creative thinking to presume what the public reaction has been on this. Change + Legalese + Stoked Suspicion = Confusion and Conflict. I appreciate and empathize with those in the community that are concerned about this change. At one point last night, the Board was indicted for having less than half of its members at the public information sessions that have been held regarding this bill. Many of us have jobs that do not allow for as many meetings as certain members of this Board have expressed interest in holding. I will not stand in the way of superfluous deliberation, but I also reserve the right to determine my own balance. In my own role as a Board member, I feel properly educated on the concerns of the community, as have been repeated in near identical form throughout this process.
My concern is that we must not allow perception to guide our reality. At one point last night, the concern was raised that, if we adopt this change, Real Estate Agents won't know how to represent the Columbia Association to prospective buyers. When we are concerning ourselves with the conversations of individual residents and whether the bill is crafted in such a way that it may be digestible to all, regardless of intelligence, training, or interest, we are setting ourselves up to fail. This Board, like any other public body, wants to be liked. That's admirable. I want to be liked. But it is unfair to our Executive Team to put that in front of our fiduciary responsibility to the Columbia Association.
There is heavy lifting here. We need to communicate a very complex legal issue to the public. However, their verdict on the matter is not dispositive. Leaders lead. Every Board member has their own tact on this measure, but I don't think it can be disputed that we have a responsibility to provide a reasonable and fair representation of this matter to the public prior to casting our vote. That doesn't mean we have to advocate for the bill, but it may suggest that we should not be campaigning against it. Doing so, half-cocked, is a disservice to the public.
In conclusion, there is still a lot of road to cover, but the Board is finding its way to a conclusion on this bill, nearly a year in the making. I never wanted the legislative session to bind our schedule, but I am coming to the belief that we have heard all of the objections that will be made on this matter, or will have heard all objections in the very near future. We must incorporate those objections into our own decision-making, but then must vote.
I expected last night to be a discouraging continuation of the past. Instead, it felt like the Board was moving forward.