WNA Elections and “Irregularities”

Hi all!

I’m pleased to announce the Warfleigh Neighborhood Association (“WNA”) recently held elections and now has ten (10) board members, including five (5) newly elected board members. The expansion of the number of seats on the board should be helpful, and I’ve been elected as one of them!! I’m privileged and honored to be able to serve the neighborhood with such an accomplished and well-meaning group of people.

Unfortunately, due to “inadvertence” – lack of attention or care – the WNA seated an even, rather than odd, number of directors.  From the bylaws:

“The Board of Directors shall consist of an odd number of members with no fewer than five (5) and no more than fifteen (15) Directors. The Board of Directors shall have the right to increase or decrease the size of the Board of Directors within these limits. If the number of Directors is fewer or greater than these limits by reason of vacancy or removal, or because of inadvertence or events outside the control of the Board of Directors, the Board of Directors may continue to act and conduct all lawful business of the WNA, provided that the discrepancy is corrected no later than the next Voting Member Meeting.”

The WNA now must address this by the next Voting Member meeting, likely scheduled to occur in December. This may be difficult:

(1) The WNA has yet to release actual election results despite certain requests, and

(2) the WNA minutes of the election proceeding indicate the WNA has until next March to correct this (see http://www.warfleigh.com).

The latter was not discussed at the election proceeding and the assessment is based on an incorrect reading of the WNA bylaws. Specifically, there are three types of Voting Member Meetings, Regular, Annual, and Special. The WNA bylaws indicate the WNA must resolve this error no later than the next Voting Member Meeting, without specifying which type of meeting. Consequently, the WNA must resolve this issue by the next Voting Member Meeting which will be a Regular Voting Member Meeting, likely held in December. This only makes sense. Otherwise, an election error could exist for the entirety of a year, that is, the period between Annual Meetings when elections are held – which means the error never would be corrected.

I’ll keep you posted!

Jim Polito

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