Chair's Script - AOAO {Association Name Here} Page 1 Caution: This sample script is provided for information only. It is not intended to provide any legal or tax advice. Therefore, we recommend that the reader obtain appropriate legal, tax, and parliamentary advice if the script is to be used in an actual condominium association meeting. A. Roll Call/Call to Order [Rap once with the gavel, if necessary.] The meeting will please come to order. [pause] The Chair has been advised that more than represented in person or by proxy at this meeting. % of the common interest is Therefore a quorum is established, pursuant to Article **, section ** of the bylaws. The total percent will be provided as soon as it is known. B. Proof of Notice of the Meeting In accordance with Article **, section ** of the bylaws, notice was sent to all owners of record on. C. Introductions The Chair would like to take this opportunity to welcome the owners and introduce various members and guests., President, Vice-President, Secretary, Treasurer Steve Glanstein, Professional Registered Parliamentarian, Association Attorney, Association Auditor, Management Executive, Management Assistant, Management Assistant, Resident Manager D. Conduct of Business In accordance with Article **, section ** of the bylaws, this meeting will be conducted using the most recent edition of Robert's Rules of Order Newly Revised.
Chair's Script - AOAO {Association Name Here} Page 2 In accordance with Hawai i Revised Statutes 421J-6 / 514B-121 this meeting will be conducted using the most recent edition of Robert's Rules of Order Newly Revised. [adoption of meeting rules] In order to accomplish our business fairly, it is necessary to ask for your assistance in following several customary rules. They were permanently adopted at the **** annual meeting and available upon check-in. In order to accomplish our business fairly, it is necessary to ask for your assistance in following several customary rules. They were provided with the agenda when you checked in. If there is no objection, they will be adopted.[short pause] Since there is no objection, the rules are adopted. Special Situation: Rules to apply to all association meetings. In order to accomplish our business fairly, it is necessary to ask for your assistance in following several customary rules. We have adopted these rules for many years so this time we propose to adopt them as permanent standing and special rules. The rules were mailed with the notice of meeting and provided with the agenda upon check in. If there is no objection, they will be adopted as permanent standing and special rules. [short pause] Since there is no objection, the rules are adopted as permanent standing and special rules. [If objection, a motion, second, discussion, and vote will be required.] E. Reading & Approval of Minutes [Don t forget other associations meetings.] The minutes of last year's Annual Meeting were available when the members signed in. Are there any corrections to the minutes? [If none], Since there are no corrections, the minutes are approved as written. [If any], Since there are no further corrections, the minutes are approved as corrected. In accordance with HRS 514B-122, the board can be authorized to approve the annual meeting minutes. This ensures that only approved minutes are distributed. Owners can amend minutes at the annual meeting if necessary. Therefore, if there is no objection the board of directors will be authorized to approve the minutes of this annual meeting. [short pause] Since there is no objection the board of directors is authorized to approve the minutes of this meeting. The minutes of the 200 Annual Meeting were approved by the board of directors in accordance with the instructions last year. F. Reports of Officers 1. President's Report
Chair's Script - AOAO {Association Name Here} Page 3 2. Treasurer's Report No motion to accept the report is proper unless it already has been audited. 3. Auditor's Report [If the Auditor s report is not available or has not been examined by the board, state the following:] The Auditor's report for the year ending 20** is not yet available [or has not been reviewed]. It will be provided as soon as it is available. [If the Auditor s report is available, state the following:] The Auditor's report for the year ending 200* was available upon check in. If there is no objection, the Auditor's Report will be adopted. [short pause] Since there is no objection, the Auditor's Report is adopted. G. Appointment of Tellers The Chair will ask for volunteers to act as Tellers for certifying any counted vote for this meeting. The Chair would request that these volunteers be individuals who are not running for the board of directors. Name: Name: Unit No. Unit No. H. Election of Directors The next item of business is the election of directors. The bylaws provide for a board of directors composed of persons. [Use if association selects board size.] Article xx, section x of the bylaws provides for the association to select the size of the board. It has traditionally remained at *** members. If there is no objection the size of the board will remain at *** members. [pause] Since there is no objection the size of the board is set to *** members. There are positions on the board that are expiring. will be elected for years, will be elected for years, and will be elected for years. The terms of,,, and are expiring.,,, and are remaining on the board. [Use if preprinted names on ballot.] Several individuals have requested to be nominated to serve on the board. Their names were already placed on the ballot to save time. If there is no objection, this procedure will be
Chair's Script - AOAO {Association Name Here} Page 4 approved and they will be nominated. [short pause] Since there is no objection, this procedure is approved and they are nominated. Further nominations are now in order for the board of directors. [Make sure that the names and unit numbers of the nominees are noted for eligibility purposes.] [Use if NO preprinted names on ballot.] Nominations are now in order for the board of directors. [Make sure that the names and unit numbers of the nominees are noted for eligibility purposes.] [Use after all nominations.] Are there any further nominations? [short pause] Since there are no further nominations, the nominations are closed. The Chair will ask each nominee to make a short introduction. [Call upon nominees in the order nominated.] Explanation of System of Voting In accordance with Article **, section **, Article **, section **, and Article **, section ** of the bylaws, election of directors shall be by [percentage common interest][number of votes], [by secret ballot], and [cumulative voting]. A ballot was issued to you when you signed into the room. If you did not receive a ballot upon check-in or you are a proxy-holder, please check with the clerk at the desk during the recess. The Chair will recognize the property manager to explain the ballot procedures. Cumulative voting [is]/[is not] permitted. [After property management has finished] Is there anybody who needs further clarification of the ballot procedure? [Make sure that everybody understands the balloting.] Will the Tellers please stand up so they can be identified by the owners? [pause] After you have voted, make sure you hand your ballot to one of the Tellers. Recess during Voting - if desirable If there is no objection, the meeting will be recessed subject to the call of the chair while the ballots are collected. [short pause] Since there is no objection, this meeting is recessed
Chair's Script - AOAO {Association Name Here} Page 5 subject to the call of the chair. Resumption of Meeting Make sure the members at the head table turn in their ballots! Call the meeting back to order. Quorum Update - If available The Chair has received the updated quorum information. The total percent present is. Closing the Polls When everybody appears to have voted, inquire, Have all voted who wish to do so? [pause] If no one else wishes to vote [pause] voting is closed. Continuing the Business - if desirable If there is no objection, we will continue our business while the ballots are counted. [pause] Since there is no objection, the next item of business is... [Usually new business is next.] Election Results [Make sure that the first teller appointed is ready to read the counts from the election.] The results of the election will be read twice, once by the teller and once by the Chair. The Chair recognizes the election teller to read the results of the election. [pause] The Chair should re-read all of the results to the members. [Counts will go in the minutes.] Then announce the members who have been elected to the board and their term lengths. Congratulate the new Directors and announce, There will be a brief organizational meeting immediately following the annual meeting [or the owners forum] for all directors. I. Unfinished Business - Doesn't usually apply to Annual Meetings. Skip this item if there is no Unfinished Business. J. New Business [The following motions may not be appropriate for all associations. Check with the CPA to obtain the exact wording of the tax resolution.] Resolution on Assessments - During any year, the Association may accumulate funds for member assessments [maintenance fees] in excess of those necessary to maintain the property that year. Some of this cash is designated to fund the replacement reserves of the Association, and may be excludable from taxable income as capital assessments. Other surpluses may result from operating the Association under budget. Internal Revenue Ruling 70-604 states that such excess assessments are not taxable income if the membership votes to use the excess assessments from the current year to reduce the following year s assessments that would otherwise be due. This does require tax planning by the Association regarding the level of assessments and the adoption of a resolution by the membership at this meeting.
Chair's Script - AOAO {Association Name Here} Page 6 Therefore the board of directors recommends that the Association adopt the following resolution, Resolved, That any excess of membership income over membership expenses for the current tax year shall be applied against member assessments of the subsequent tax year as provided by IRS Revenue Ruling 70-604. Resolution on Assessments: [Chairman should state that to preclude the payment of income taxes on maintenance fee and reserve collections the Association should pass two resolutions:] Resolved, That any excess of membership income over membership expenses for the past year be applied against the subsequent tax year member assessments as provided by IRS Revenue Ruling 70-604. Resolved, That any amounts collected by or paid to the Association in excess of operating expenses for the past year be set aside for future major repairs and replacements and allocated to capital components as provided by the guidelines established by Revenue Ruling 70-604, 75-370, and 75-371. Such amounts shall be deposited into insured interest bearing accounts. Any amounts so added to replacement funds shall be allocated to the various components at the discretion of the board of directors. Resolution on Assessments - During any year, the Association may accumulate funds for member assessments in excess of those necessary to maintain the property that year. Some of these funds are designated to fund the replacement reserves of the Association and may be excludable from taxable income as capital assessments. Other surpluses may result from operating the Association under budget. Internal Revenue Ruling 70-604 states that such excess assessments are not taxable income if the membership votes to use the excess assessments from the current year to reduce the following year s assessments that would otherwise be due. This does require tax planning by the Association regarding the level of assessments and the adoption of a resolution by the membership at this meeting. Therefore the board of directors recommends that the Association adopt the following resolution, Whereas, the members of the Association desire that the Association act in full accordance with the rulings and regulations of the Internal Revenue Service; now, therefore, the members of the Association hereby adopt the following resolution: Resolved, That any excess stockholder assessments not used by the Association in the current year for managing, operating, maintaining and replacing the Association s property be applied against the following year s assessments as provided by IRS Revenue Ruling 70-604. Resolution on Assessments - There is a standard resolution that must be considered and adopted in order to make a proper filing of our tax return. Basically, the resolution covers maintenance fees and unrelated income paid during the year. We collect maintenance fees from all of our owners on a monthly basis to cover the cost of running and maintaining the project.
Chair's Script - AOAO {Association Name Here} Page 7 At year-end, we may have a balance in our checking account, operating reserve account and other specific accounts that will carry forward to the next year. Present tax rulings indicate that these funds, if not specifically designated to be used in the following year, would be taxable. Consequently, the resolution to cover the 'rollover' of these funds meets the necessary requirements. The resolution is: Resolved by the owners of the Association, That the amount by which each member's assessment in 2008 exceeds the total payments of the Association for maintenance, repairs and other expenses and capital expenditures of the Association as the board of directors has appropriately paid or determined payable, shall be applied to regular member assessments in the year 2009. [now add the following:] If there is no objection the resolution will be adopted. [short pause] Since there is no objection, the resolution is adopted. [If objection to the property management contract is expected, proceed directly to entertaining a motion to approve the contract.] [Approval of contract, if required.] Approval of Property Management Contract - In accordance with Article **, section ** of the bylaws approval of the property management contract is required by a majority of the owners. [If true state that the board has recommended approval of the property management contract.] If there is no objection, the property management contract will be approved. [short pause] Since there is no objection, the property management contract is approved. [If objection:] An objection has been raised. The Chair will entertain a motion to approve the property management contract. [pause Make sure the name of the maker of the motion is provided.] It is moved and seconded to approve the property management contract. Is there any discussion? [Pause and permit discussion. Maker of the motion speaks first. Then, perform voting and closing the polls, and announce results when provided. Make sure you indicate whether the motion was adopted or lost.] Ratification of board's selection of Auditor - In accordance with Article **, section ** of the bylaws, Association approval of the board's selection of as Auditor is required. If there is no objection, the board's selection of the Auditor will be approved. [short pause] Since there is no objection, the board's selection of the Auditor is approved.
Chair's Script - AOAO {Association Name Here} Page 8 Is there any further new business requiring a motion? K. Announcements - if any Thank the tellers for taking time away from the meeting to count the ballots. Remind the board members of the organizational meeting. Thank the membership. [If applicable] L. Adjournment Is there any further business requiring a motion before the meeting is adjourned? [pause] Since there is no further business requiring a motion, [short pause] the meeting is adjourned. [If applicable, state:] Now that the meeting is adjourned those owners who wish to leave may do so. There will be an owners forum after a short break. Thank you for attending the annual meeting. [Leave podium] M. Owners Forum [if applicable] Thank you for staying for the owners' forum. Are there any discussion items to be presented to the new board or the Association members?