In this day and age, it seems boards are receiving more and more requests from owners for special. Whether these requests are for the purpose of removing directors, voting in new directors, or just to discuss a particular issue, owners are not shy about making such demands. Many associations, when in receipt of such demand, or often left wondering what to do next and whether they really have to call such meetings.
The good news, in this case, is that the law is pretty clear regarding this issue and provides us with guidance. Section 308(1) of the Colorado Common Interest Ownership Act (“CCIOA”) specifically addresses meetings of unit owners, and sets forth the circumstances that trigger the requirement of calling a special meeting of owners. Also, this provision applies both to pre and post-CCIOA communities.
Specifically, Section 308(1) of CCIOA sets forth four methods for calling special meetings of owners. These four methods are as follows:
- Board president calls the meeting;
- A majority of the board calls the meeting;
- 20% of all owners request special meeting; or
- A lower percentage specified in the bylaws requests special meeting.
Based on the above, any governing documents requiring owners representing more than 20% of the community to request special meetings are contrary to CCIOA and are automatically lowered to 20%.
Once an association receives a demand for special meeting from owners, it must take appropriate steps to review the signatures to ensure it truly represents at least 20% of the owners. This means reviewing the signatures themselves to ensure they are from owners and not renters or individuals who are not on the deeds. Also, to the extent a board member or manager is familiar with any owners’ signatures, it would behoove the association to make sure the signatures match.
However, the Colorado Revised Nonprofit Corporations Act requires an association to perform such verification within 30 days of receipt of the request as notice of the special meeting must be sent out on or before the 30th day after receipt. If a board fails to mail out notice within the specified 30 days, the owners demanding the meeting may set the meeting and mail out their own notice on behalf of the association, which would mean the association would have no control over the date, time, or location of the meeting.
Please keep in mind meeting notices must be provided at least 10, but not more than 50 days before the meeting. Therefore, notices of special meetings must also follow such timeline. Based on these requirements, it is possible for an association to technically wait 80 days from the date a request is submitted before holding a special meeting (i.e. notice is sent 30 days after receipt and meeting date is 50 days after notice date). However, this may be viewed as bad faith by the board and cause political ramifications.
For more information concerning board members’ duties or if you have specific questions, please contact one of our attorneys at 303.432.9999.