(a) All meetings of the board of directors, other than executive sessions, shall be open to all members to provide input on the matters being discussed. Members who are not on the board of directors may participate in any deliberation or discussion, other than during executive sessions, unless a majority of a quorum of the board of directors votes otherwise.

Terms Used In Hawaii Revised Statutes 421J-5

  • Adjourn: A motion to adjourn a legislative chamber or a committee, if passed, ends that day's session.
  • Association: means a nonprofit, incorporated, or unincorporated organization:

    (1) Upon which responsibilities are imposed and to which authority is granted in a declaration that governs a planned community;

    (2) That is a planned community association as defined under section 607-14; or

    (3) That is a homeowners' association, in which:

    (A) The voting membership is made up of ten or more parcel owners or their proxies, or a combination thereof; and

    (B) Assessments may be imposed that, if unpaid, may become a lien on the parcel. See Hawaii Revised Statutes 421J-2

  • board: means the executive board or other body, regardless of name, designated in the association documents to act on behalf of the association. See Hawaii Revised Statutes 421J-2
  • Executive session: A portion of the Senate's daily session in which it considers executive business.
  • Litigation: A case, controversy, or lawsuit. Participants (plaintiffs and defendants) in lawsuits are called litigants.
  • Member: means the person or persons owning a unit or having the right of occupancy of a unit under a recorded lease having a term of twenty or more years from its commencement date; or anyone included in the definition of a member under the association documents, including the developer, whether or not the developer owns a unit. See Hawaii Revised Statutes 421J-2
  • Quorum: The number of legislators that must be present to do business.
  • Recorded: means recorded or filed in the bureau of conveyances of the State or in the office of the assistant registrar of the land court of the State, as appropriate. See Hawaii Revised Statutes 421J-2
(b) The board of directors shall meet at least once each year.
(c) The board of directors, with the approval of a majority of a quorum of its members, may adjourn any meeting and reconvene in executive session to discuss and vote upon matters concerning personnel, litigation in which the association is or may become involved, or as may be necessary to protect the attorney-client privilege of the association. The general nature of any business to be considered in executive session shall be first announced in the regular session.
(d) No board member shall vote by proxy at board meetings.
(e) A director who has a conflict of interest on any issue before the board shall disclose the nature of the conflict of interest prior to a vote on that issue at the board meeting, and the minutes of the meeting shall record the fact that a disclosure was made.
(f) The board may appoint committees or subcommittees to review and consider any specific matters, and may alter or eliminate the committees or subcommittees; provided that the board in the minutes of the meeting at which the action was taken to appoint the committee or subcommittee shall:

(1) Report that the committee or subcommittee was appointed;
(2) Identify the members of the committee or subcommittee; and
(3) Describe the matter that the committee or subcommittee is to review and consider.
(g) Minutes of the meetings of the board of directors shall include the recorded vote of each board member present on all motions except motions voted upon in executive session.

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