Governance & Records
A clear record of the Board’s decisions
Minutes, resolutions and open communication help neighbors understand how community business is conducted. Missing records raise questions—not automatic findings about the Board’s authority.
Quick synopsis
The issue in 60 seconds
01
What concerns homeowners
Can Board decisions be traced—including the internal fine policy and email approvals? The concern is documentation and communication, not an assumption that every decision was unauthorized.
Homeowner concern
Association discovery response, October 20, 2026 (cited selectively as Association statements; not published) · private; not linked
02
What evidence establishes
The HOA says a diligent search found no Board minutes from January 2023 onward and that it does not possess fine-schedule adoption minutes. Filed unanimous written consents for email decisions remain unknown; these are Board records, separate from AGM election records.
Documented by written discovery
Association discovery response, October 20, 2026 (cited selectively as Association statements; not published) · private; not linked
03
What we’re asking for
A complete Board minute book, filed written consents, adopted policies and a clear inspection and corrections process, with personal information protected.
Request / analysis
The question
Can homeowners trace Board decisions through minutes, resolutions and filed written consents?
00Why it matters
Decisions about community rules and shared resources affect every household. A reliable record lets homeowners understand those decisions and lets the Board explain its work without relying on recollection.
Documented: what the Bylaws require
OCR-based summary of the scanned Bylaws. Verify the scan and any later amendments before a formal submission; section references are a reading guide, not certified quotations.
Decisions need a durable record
§4.9 requires the Secretary’s minute book and Board resolutions; Board quorum is a majority. §4.10 permits Board action without a meeting only with all directors’ consent in writing, filed in the minutes. §5.6 assigns the Secretary responsibility for member and Board minutes.
Association account: missing Board records
Board minutes were not located
For the request covering Board meeting minutes from January 1, 2023 to the present, the Association states that, after a diligent search, it has not located any responsive documents. It also says fine-schedule adoption minutes are not in its possession. This does not establish the production status of AGM/member minutes.
Association discovery response, October 20, 2026 (cited selectively as Association statements; not published) · full document private
Email approvals raise a written-consent question
The Association describes some Board decisions, including fine approvals, as made by email. Such action may have used written consent, but whether all directors signed unanimous written consents and those consents were filed is unknown. The governance question is the decision record; written consent alone does not answer the separate hearing question.
Association discovery response, October 20, 2026 (cited selectively as Association statements; not published) · full document private
These disclosures concern Board operational records. Member quorum and the absence of AGM ballots or minutes are separate questions on Elections & Quorum. A failed annual member quorum is not a failed Board quorum.
What remains unresolved
- Whether the minute book, resolutions and consents exist with former directors or managers.
- Whether every email decision had all directors’ written consent filed under §4.10.
- Which records support the asserted authorization meeting and fine-schedule adoption.
- Who holds the records, and how owners can obtain a clear, privacy-aware response.
Qualified Georgia records requirements
General legal context, not legal advice or a finding of noncompliance. Check the current statutory text, corporate articles, amendments and applicable exceptions with a Georgia lawyer before a formal demand or meeting objection.
Minutes must be kept; inspection is conditional
§14-3-1601 requires permanent member and Board meeting minutes and records of actions without a meeting. §14-3-1602 provides inspection rights, including the current directors/officers list and three years of member-meeting minutes, after a written demand at least five business days before inspection. Board-minute inspection has additional good-faith, proper-purpose, specificity and connection requirements; access is not a right to publish private records without limits.
Our conclusion so far: serious deficiencies in governance records and unresolved inconsistencies.
Based on the Association’s own responses, we believe its governance recordkeeping is severely deficient. The separate written discovery response reports no located Board minutes since January 2023, no fine-schedule adoption minutes in its possession, and email approvals whose filed unanimous written consents remain unknown. These gaps limit decision traceability; they do not prove that meetings never occurred or that every director lacks authority. This is our analysis, open to correction and the Board’s right of reply.
The Board has a right of reply. Complete correspondence, election records, minutes or signed consents may clarify or correct this assessment; any response should be considered alongside the underlying evidence.
Questions for the Board and AGM
October 24, 2026 · 10 am · recreation area — confirm with organizers. These are requests, not an official agenda.
Please make the Board minute book and all directors’ signed written consents available for inspection, including email approvals under Bylaws §4.10.
What resolution, adoption minutes or filed unanimous written consent approved the fine schedule, and where can members inspect it?
What administrative records exist for annual meetings without quorum, including attendance, proxy totals, the quorum determination and adjournment?
Does the Board-minute search include former directors, former managers and email archives, and who now holds the minute book?
Are all directors’ written consents retained and filed in the minutes for decisions made without a meeting?
What process and timetable will the Secretary use to maintain minutes and answer lawful inspection requests?
Sources
- Bylaws (opens in new tab)
- Original recorded CC&Rs (opens in new tab)
- O.C.G.A. §14-3-1601 · Corporate records (opens in new tab)
- O.C.G.A. §14-3-1602 · Member inspection (opens in new tab)
Association discovery response, October 20, 2026 (cited selectively as Association statements; not published) · cited selectively as Association statements; underlying litigation records and personal information are not published or linked. External documents may require permission.
Private discovery is summarized, not published. Methodology and Board right of reply.
Proposed AGM motion
Draft — not adopted · Revised editorial draft (v3; Motion 2 updated v4) — pending member and counsel review
Draft motion 3
Furnish Complete Corporate Records, Rules and Financial Reviews to All Members
What this would accomplish: Asks the Board to deliver a complete records, rules and financial-review package to every owner within 30 days, with a signed status statement for anything not supplied.
Why it relates to this issue
Board decisions can be traced only if minutes, written consents, the roster and supporting resolutions are available. This proposal asks for those records within 30 days, with privacy safeguards and a written explanation for anything not found.
- Proposer
- Adam Moore
- Seconder
- Adam Clegg
- Board response
- TBD
Editorially revised from the Draft AGM Motion Packet v2; not copied verbatim. Not an official HOA vote, ballot or proxy, and not adopted.
The linked page shows the full revised text; the original v2 packet remains linked above. No adoption, scheduled vote or support count is implied.