How concerned should residents of the Pine Hollow HOA subdivision be over an official document filed by their Homeowners’ Association? The Bylaw Amendment, filed with Brazoria County Records on March 22, 2013, declares the following:

Whereas, the Articles of Incorporation of the Association vest the management of the association in the board of directors and do not reserve the right to amend the bylaws to the members; and

Whereas, the original bylaws were adopted by the initial Board of Directors of the Association and the members never passed an amendment to the bylaws that expressly prohibits the board of directors from amending any provision of the bylaws; and

Whereas Chapter 22.102(c) of the Texas Business Code provides that the Board of Directors may amend the bylaws

Is the Board now declaring for themselves the power to amend our bylaws, without either a vote or input by residents?

This apparent declaration is especially concerning because our bylaws already define clearly how they can be amended. Bylaws Article 12 Section 1 reads:

Section 1. Amendments. These bylaws may be amended at a regular or special meeting of the members, by a vote of the majority of a quorum of members present in person or proxy

Clearly, the intent of this section of our bylaws to ensure that amendments are made only by vote of membership and that the Board itself cannot amend the bylaws unilaterally.

If the Board now believes that they have unrestricted power over the Bylaws, it raises the question as to how they plan to use that new-found power. Does the Pine Hollow HOA Board intend, for example to eliminate the recall provisions, change the terms of office, not to have timely annual meetings or make a provision that only certain people can vote on bylaws? Perhaps they will decide to make the Board positions paid roles. It is mind-boggling to consider the changes that the Board could make – without prior notice to the residents – if they are allowed to amend the Bylaws without a vote of the residents.

Obviously, the initial Board of Directors intended that bylaws be amended only by a vote of residents. The idea that the HOA Board has power over the Bylaws because the Bylaws do not say that it doesn’t is absurd. The Bylaws also do not state that the Board cannot charge each resident a separate fee to be used for the Board’s personal gas allowance for non-HOA business. Does that mean that the Board should be able to do that? Of course not. The whole idea is ridiculous.

Since “discovering” this new-found power to amend the Bylaws, the Pine Hollow HOA Board has made two revisions to the bylaws without input from or a vote of the residents. Do you know what they were? Were you informed? Were you asked your opinion? Did you have a chance to vote on them? No, no, no and no. Is that how this Board is going to operate going forward?

These Bylaws are important to our community and its governance. They give guidance on how our HOA is supposed to operate.  If the Pine Hollow HOA Board did not intend to presume these powers over the Bylaws for itself, then it is time for the Board to do something to plug this leak in our rights as residents to define how we will be governed.  It is time for them to use their new power to update our Bylaws to ensure that there are provisions:

• To explicitly prohibiting Board action alone from modifying the Bylaws.
• To allow residents to propose bylaw amendments.
• To create a Homeowner Bill of Rights which secures the following basic rights:
  • Security against Foreclosure– An association shall not foreclose against a homeowner except for significant unpaid assessments, and any such foreclosure shall require judicial review to ensure fairness.  Prohibit the use of the expedited foreclosure process.  Even consider eliminating the Board power to foreclose against residents.
  • The Right to Resolve Disputes without Litigation – Homeowners and associations will have available alternative dispute resolution (ADR), although both parties preserve the right to litigate.
  • The Right to Fairness in Litigation – Where there is litigation between an association and a homeowner, and the homeowner prevails, the association shall pay attorney fees to a reasonable level.
  • The Right to Be Told of All Rules and Charges – Homeowners shall be told–before buying–of the association’s broad powers, and the association may not exercise any power not clearly disclosed to the homeowner if the power unreasonably interferes with homeownership.  Recently, the Pine Hollow HOA has adopted new fees but these fees have never been communicated to the entire membership. It would be nice if we had a list of all the things and the amounts that the HOA is now charging the membership for.
  • The Right to Stability in Rules and Charges – Homeowners shall have rights to vote to create, amend, or terminate deed restrictions and other important documents. Where an association’s directors have power to change operating rules, the homeowners shall have notice and an opportunity, by majority vote, to override new rules and charges.

If our board truly believes in HOMEOWNERS FIRST and that the membership is the beneficiary of the Association, these are the first steps to create a community where the membership has protection and a voice.