I have recently encountered lots of questions about “working sessions” and whether they are legal. However, before discussing the legality of these mysterious little culprits, we must first figure out what they are.
For most boards, working sessions are nothing more than informal gatherings during which they discuss various projects and other association-related issues in order to be ready to make formal decisions on these topics at their next board meeting. Working sessions do not include formal decisions and most boards do not believe such sessions constitute meetings.
Nevertheless, the plain dictionary meaning of the word “meeting” is: “a coming together of a number of persons for a specified purpose” (Miriam-Webster Dictionary). Under this definition, it would be extremely difficult for a board to argue that a working session is not a meeting. After all, a working session does encompass directors coming together for the common purpose of discussing specific HOA issues, which exactly matches up with the definition of “meetings”.
Therefore, don’t be fooled in believing that “working sessions” are not meetings. They do still constitute meetings, just informal ones. It is also interesting to note, you will not find the term “working session” in any of the statutes governing common interest communities in Colorado.
So, what does this mean for you? If your board regularly holds working sessions, please keep the following in mind to avoid problems down the road:
- Do not kick owners out of your session if they happen to wonder in and ask to listen in. Just like formal meetings of the board, working sessions must be open to owners – this does not mean you are required to provide notice, but you cannot keep owners out.
- If an owner reaches out and inquires about the next working session, you must provide such information. Again, because working sessions are technically meetings, you cannot hide them from owners.
- You are not required to take minutes during working sessions, but you should also not be making any decisions.
- Avoid working sessions to the extent possible as they tend to create suspicion among owners and create a perception that the board is conducting secret meetings and trying to hide something from the membership.
- If you do hold a working session, consider sending a short report to the owners summarizing what was discussed during the session and the reason for the session. Explain why the session was used instead of discussing the topic in a formal board meeting.
If you have questions regarding working sessions, please contact an Altitude attorney at 303.432.9999 or at [email protected].