Annual Member Meeting

Year-Specific Meeting Information

The 2019 Annual Member Meeting was held Wednesday September 26, 2019.  Check back for information about the 2020 meeting which has been postponed to Thursday November 5, 2020.

Additional meeting announcements may be provided via the following venues.

General Info

See information specific to the 2019 Annual Meeting above.  This section has general information from the Association’s governing documents and Arizona statutes relating to the annual meeting, and we highly recommend that Owners read this.

Meeting and Meeting Notice

The Annual Member Meeting of the Rio Crossing Homeowner Association is normally held every year in September.  Section 2.1 of the Bylaws state that the “date, time and place of each annual meeting shall be determined by the board.”

Section 2.4 of the Bylaws provides that “Written notice of each meeting of the Members shall be given by, or at the direction of, the Secretary or person authorized to call the meeting by mailing a copy of each notices, postage prepaid, at least ten (10) but not more than sixty (60) days before such meeting to each Member entitled to vote thereat addresses to the Member’s address last appearing on the books of the Association or supplied by such Member to the Association for the purpose of notice.”

It is important that each Member (Owners of Lots in the Association) keep their mailing address updated.  The easiest way is to contact our Community Manager.

Election of Directors

Bylaws section 3.2 states: “[…] the directors shall be elected by the Members at the annual meeting of the Members.”  So this election takes place during the Annual Meeting, and per Arizona statutes, absentee ballots are counted, along with any ballots handed in my Members attending the meeting.

Who Can Vote?

The CC&Rs dictate Classes of Members and Voting Rights in Section 6.7, and Voting Procedures in Section 6.8.  Owners of Lots are Class A members, and though the CC&Rs also describe the Class B members (the Declarant, the developer of Rio Crossing), Class B members no longer exist.

Section 2.6 of the Bylaws is entitled “Record Date”, which is an important concept in terms of who is permitted to vote.  Specifically:

The Board shall […] fix a date as the record date for determining the Members entitled to vote at a meeting of the Members.  if the Board fails to fix such as record date, the Members on the date of the meeting who are otherwise eligible to vote are entitled to vote at the meeting.

For the truly curious, there are other interesting sections of the governing documents:

  • CC&R Section 6.6 Identity of Members states: “The members of the Association shall be the Owners of the Lots.”
  • CC&R Section 1.31 has the definition of “Owner”, and Section 1.29 has the definition of “Member”.

Proxy and Absentee Ballots

Even though our Bylaws Section 2.5 discusses voting by proxy, Arizona statutes (see ARS 33-1812) have now superseded vote by proxy.  Instead, the statute permits “absentee ballots” to be used.  Per the statute, “Votes cast by absentee ballot or other form of delivery, including the use of e-mail and fax delivery, are valid for the purpose of establishing a quorum.”

The rationale for disallowing proxy votes in based somewhat on historical “power grabs” by people running for office (not just in HOAs, but any organization), where the candidate obtains a large number of proxies, which allows the candidate to cast a vote on behalf of the proxy-grantor for whoever the candidate wishes.  With enough proxies, a candidate can vote for themselves and any other candidates on the ballot, thereby assuring their win, simply by going around and obtaining some signatures on proxy forms.  With an absentee ballot, the person authorized to vote must indicate their own selections on the voting form, and does not grant the power to select to someone else.


The concept of a quorum is important, as it is the minimum number of people necessary to transact association business at a meeting. The quorum for a Member’s meeting is stated in Section 2.4 of the Bylaws as “the presence in person or by [absentee ballot] of Members entitled to cast one-tenth (1/10th) of the Eligible Votes shall constitute a quorum at all meetings of the Members.”  (Note that the Bylaws uses the term “proxy”, for which “absentee ballot” has been substituted, to comply with the provision of ARS 33-1812, as mentioned in the above paragraph.)

However, quorum is not the number of people required to officially have a meeting (see Robert’s Rules of Order Newly Revised 11th Ed. [RONR] p. 347 for “Proceedings in the Absence of a Quorum”.)  Specifically, our Bylaws further states: “If a quorum shall not be present at any meeting, the Members entitled to vote thereat shall have the power to adjourn the meeting from time to time until a quorum shall be present.”  Further, RONR provides specific guidance on additional motions that can be brought before the Members under this situation.  Even if a quorum is not obtained, it is appropriate to document the meeting and any motions or other actions taken by the members, in minutes officially prepared as directed by the governing documents or Members of the Association.

Minutes and their Approval

Robert’s Rules of Order says that any organization that meets less than quarterly can designate a group of people to approve the minutes on p. 474:

… the executive board or a committee appointed for the purpose should be authorized to approve the minutes. The fact that the minutes are not then read for approval at the next meeting does not prevent a member from having a relevant excerpt read for information; nor does it prevent the assembly in such a case from making additional corrections, treating the minutes as having been previously approved.

It is appropriate for such a motion to be made from the floor during the annual meeting.  It should be seconded, the details of who is selected should be discussed and added to the motion by amendment (or “unanimous consent”, meaning if nobody objects it is amended without taking a vote), and then the resulting motion should be voted on by either a voice vote or show of hands.

Then, after the Annual Meeting has taken place, the appointed board or committee can take appropriate action to correct and approve the minutes, which can then be distributed as needed.  As noted in the RONR section quoted above, this does not preclude additional corrections from being introduced by members at a subsequent meeting.