Academy/Membership & Annual Meetings
Special membership meetings
A meeting called between annual meetings to handle one specific piece of business, and only that business.
A special membership meeting is called between annual meetings to handle specific business named in advance, not to serve as a general check-in. Who can call one, and how much notice it requires, is set by your bylaws and state statute. Once the meeting is called, it can only act on what its notice named, nothing more.
Who can call one
A special meeting is not something the board calls whenever it feels like it. It exists for business that cannot wait until the annual meeting, triggered by whatever rule your bylaws or state statute sets. One widely adopted model law lets the association's president, a board majority, or a stated share of members force one:
"An association shall hold a special meeting of unit owners to address any matter affecting the common interest community or the association if its president, a majority of the executive board, or unit owners having at least 20 percent...of the votes in the association request that the secretary call the meeting."
Source: Uniform Common Interest Ownership Act, section 3-108 (Meetings), Vermont Legislature
That 20 percent figure, and exactly who can trigger a meeting, belongs to this one model act. Check your own bylaws and state statute for the actual trigger your association uses.
The notice has to name every item of business
An annual meeting's notice can be short, because the bylaws already fix its recurring date and business. A special meeting's notice is different: it has to state the date, time, place, and every item the meeting will take up, because that notice is the entire agenda.
"Nothing, repeat nothing, can be considered in a special meeting if it's not included in the notice."
Source: Robert's Rules: Special Meetings, Dummies.com, C. Alan Jennings, PRP
Only what the notice named is in order
This boundary is strict. If a motion was not on the list the notice gave, any member can object that it is out of order, and the chair has to agree, even if everyone in the room is happy to discuss it anyway. Compare that to an annual meeting, where ordinary business does not need to be spelled out in advance because the bylaws already schedule it.
Whether the meeting can even act at all also depends on reaching quorum, and that number varies by state and by your bylaws. See member quorum for how to find yours.
Check yourself
Answer before you read the explanation, recalling it is what makes it stick.
Your bylaws never mention emergency meetings. A group of owners, upset about a sudden fee increase, emails the board demanding a special meeting. What actually decides whether they can force one to happen?
A special meeting's notice lists only "proposed rule amendment" as the business. During the meeting, a member moves to also recall a sitting board member. What should the chair rule?
A special meeting was properly noticed and called only to vote on a special assessment. After that vote passes, a member proposes new landscaping bids for an unrelated contract. What is correct?
Sources
- Uniform Common Interest Ownership Act, section 3-108 (Meetings), Vermont Legislature
- Robert's Rules: Special Meetings, Dummies.com, C. Alan Jennings, PRP
- Robert's Rules for Giving Notice of a Meeting, Dummies.com, C. Alan Jennings, PRP
Related elsewhere in the Academy
Membership & Annual Meetings
Next, see what has to go in a meeting notice so yours holds up if it is ever challenged: Meeting notices.
Who can call a special meeting, how much notice it needs, and whether that notice period can be shortened for an emergency all vary by state and by your bylaws.