Clear, legally compliant meetings are the foundation of good governance in any homeowners or condominium association. But not all board meetings are the same—General Sessions and Executive Sessions serve very different purposes.
In Ohio, the distinction between these meetings is not just procedural—it’s also legally mandated. Knowing what should (and shouldn’t) be discussed in each type of session helps ensure transparency, protect confidentiality, and keep your HOA or COA compliant with the Ohio Open Meetings Act (ORC 121.22).
Here’s a clear breakdown of the differences and best practices for each.
General Session (Open Meetings)
General Sessions are all about openness, homeowner engagement, and board accountability.
- Open to all members: These are standard meetings where all homeowners are welcome and encouraged to attend.
- Transparency-focused: These meetings promote community engagement and ensure that board actions are made in the open.
- Public minutes: Meeting minutes are recorded and made available for members to review.
- Voting allowed: Official actions such as voting on contracts, adopting rules, and approving budgets are conducted in General Session.
Topics to Discuss in General Session:
- Budgets and financial reports
- Maintenance projects and community improvements
- Rules and regulations (new or amended)
- Committee updates
- Community events and general updates
- Board resolutions and policies
- Homeowner feedback (during open forum periods)
What Not to Discuss in General Session:
- Delinquencies tied to specific owners
- Legal matters, including lawsuits or attorney-client privileged advice
- Personnel discussions (e.g., homeowner or board specific concerns)
- Security-sensitive concerns (e.g., alarm codes, safety protocols)
These should be handled privately—in Executive Session.
Executive Session (Closed Meeting)
Executive Sessions provide a legal and confidential space for sensitive matters, with strict limitations on topics and actions.
- Closed to general membership: Attendance is restricted to board members and select individuals (e.g., legal counsel or managers).
- Confidentiality is essential: These meetings are used to protect sensitive information and respect privacy rights.
- Confidential minutes: Minutes are kept but should summarize discussion topics without including sensitive personal details.
According to Ohio Revised Code 121.22, only specific matters may be discussed in Executive Session:
- Delinquent assessments and payment plans
- Foreclosures
- Legal matters, including pending or potential litigation
- Disciplinary actions against members (e.g., rule violations)
- Contract negotiations with third parties
- Personnel issues, such as staffing or compensation
- Sensitive homeowner issues, discussed at the owner’s request
- Security concerns, including safety protocols or system details
Best Practices for Boards
- Follow notice requirements: Ensure proper notice is given for all meetings, including Executive Sessions.
- Document appropriately: Keep accurate minutes for both types of meetings, redacting sensitive details from Executive Session records.
- Consult professionals: When in doubt, consult your association manager or attorney.
- Refer to governing documents: Align your meeting practices with your association’s bylaws and state statutes.
For a deeper dive into meeting procedures, voting rules, and election protocols, CAI’s Meetings & Elections guide is an excellent resource. It covers everything from quorum requirements and parliamentary procedure to electronic voting and proxy rules. You can explore or purchase the guide here.
Conclusion
Ohio law is clear—boards must follow the proper procedures, provide notice, and keep all official actions in the public eye. Failing to comply can risk legal challenges or erode trust within the community. When in doubt, consult your association manager or attorney and always refer to your governing documents and state statutes.
