Board & governance
Executive Session
A portion of a board meeting closed to non-directors for discussion of legally sensitive topics.
Also called: closed session · private session
What it means
Executive session is the closed portion of a board meeting. State HOA statutes typically limit what can be discussed in executive session to a defined list — often pending litigation, contracts under negotiation, personnel matters, individual owner-disciplinary hearings, and attorney-client privileged communications. Decisions reached in executive session usually have to be ratified in open session for the record. The motion to enter and exit executive session must be made in open session and reflected in the open-session minutes, and the topic of executive session is typically required to be stated (though not the substance).
Why it matters
Boards that misuse executive session — discussing routine business behind closed doors, taking final action without ratification — expose the association to open-meeting violations, which in many states give owners the right to void the decision.
Example
A board enters executive session to discuss a delinquent owner's hardship request. After deliberation, the board returns to open session and votes on the record to grant a payment plan. The substance of the discussion stays confidential, but the action is ratified in the open record.
This definition is general orientation, not legal advice. Specific questions about your association should be routed to your attorney or a state-statute resource.
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