Paul Lavigne Running for the Board of Directors
I asked the Board at the February 26, 2026 Board meeting to provide information about its Executive Sessions at the next Board meeting regarding its compliance with respect to compliance with the Davis-Stirling Act. I received a letter from Mari Cruz Salazar on behalf of the Board after the meeting, not denying my request, but stating that the Board is in compliance. If elected to the Board, I will advocate for the Board to comply with the Act and its Bylaws with respect to its Executive Sessions.
I had the following specific experiences with the Board with respect to its Executive Sessions:
- Former Director Fred Kydd told me a month before he died that each Executive Session typically lasts about 4 hours; that would be a total of about 8 hours a month.
- Several Directors disclosed that each Director reports significant matters that came up while attending a Board Committee as Board Liaison at the next Executive Session meeting. The current Board President further explained, indicating that the reports are not recorded in the minutes of the meeting.
- The Board asked me to attend an Executive Session meeting and asked questions about something I had posted on the bulletin board between the Lodge bathrooms. They didn't tell me why they were asking and made no comments about the answers I provided.
- The Board sent me a letter providing directions to me about limiting the way that I and the Four Seasons Players and Architectural Review Committee submitted their articles to the Herald. The publisher had sent a complaint to the Board about an email I sent to her on behalf of the two groups, expressing our dissatisfaction in how she gutted our two September articles in favor of adding a 2nd full page article for the Golf Club. This matter was discussed in an Executive Session.
- I proposed a survey of homeowners about their utilization of the File of Life+ Project. I met with former Board President Jim Crase and Manager Rick Ruth to discuss it. They told me that it would be discussed at an Executive Session meeting, I had to call Rick to find out about the outcome; it wasn't approved, no reason was given. Barbara Balser disclosed in a Candidates Forum that she voted for it.
The following was taken directly from Davis-Sterling Act.com in its entirety. Consider how my experiences above fit this.
"Executive session meetings are closed to members due to the confidential nature of the topics discussed. Two days' notice must be given to the membership." Ours are on the Monday at 11:30 am and Wednesday at 9:00 am preceding the Open Board Meeting.
"If a board meeting is held solely in executive session, the association shall give notice of the time and place of the meeting at least two days before the meeting.... Notice of an executive session meeting must contain an agenda for the meeting... Because executive sessions are confidential and topics are only generally noted in open meeting minutes ....agenda descriptions should be brief and general in nature." Our Executive Sessions are noted in the Herald monthly magazine, BUT an advance notice is not sent to homeowners like the Open Meeting Notice and there is no Agenda.
"Executive sessions of the board of directors are provided by statute so boards can address confidential matters. Because they are confidential, members do not have a right to attend the meetings or to review executive session minutes.,,,,boards may go into executive session for the following five enumerated matters.
1. Litigation. Boards may go into executive session “to consider litigation." Guidance on "litigation" can be found in the Brown Act, which defines it broadly to include (i) litigation that has been initiated, (ii) situations in which there is significant exposure to litigation, and (iii) circumstances where litigation is contemplated. (Govt. Code §§ 54950-54963) Legal Advice. Boards also have a right to meet in executive session to receive legal advice to protect the attorney-client privilege. (Evid. Code §§ 950-962) See Reporting Litigation to the Membership.
2. Formation of Contracts. Boards may consider matters relating to the formation of contracts with third parties.
3. Disciplinary Hearings. Boards should meet in executive session for all disciplinary hearings. The accused member is entitled to attend the executive session for that portion of the meeting dealing with the member's hearing.
4. Personnel Issues. Personnel matters include anything involving employees, including, but not limited to, hiring, firing, raises, disciplinary matters, performance reviews, and adopting or amending employee policies. Filling officer or director vacancies and appointing or removing committee members do not qualify as personnel matters. They need to be done in an open session.
5. Payment Plans. The board may meet with members in executive session to discuss requests by delinquent members for payment plans.
OTHER ISSUES. The above list of topics is not exhaustive and does not exclude other matters that require confidentiality. For example:
6. Foreclosure. The decision to initiate foreclosure shall be made only by the board of directors of the association and may not be delegated to an agent of the association. The board must approve the decision by a majority vote of the directors in executive session. (Civ. Code § 5705(c))
7. Disability Requests. When a disabled person requests a reasonable accommodation for their disability. California Code of Regulations 12176(b)(1) requires, "All information concerning an individual’s disability, request for an accommodation, or medical verification or information must be kept confidential and must not be shared with other persons..."
8. Mental Illness. When a resident has a mental illness that is impacting other members of the association, such as hoarders.
9. Director Censure. When a director is disrupting meetings, violating confidentiality, harassing vendors and/or staff, etc., the board may need to discuss possible censure of the director. This may involve legal issues, which also puts it under one of the six Davis-Stirling topics for executive session discussions.
10. Termination of a Contract. Boards may not want a vendor to know that it is contemplating the termination of the vendor's contract. There may be legal ramifications that need to be discussed with legal counsel. Although terminating a contract is not one of the approved categories for executive session, canceling contracts should be done in executive session. Before ending a contract, boards often engage in a wide-ranging discussion about problems with the contractor, possible legal consequences related to the termination, and input from legal counsel on how best to minimize legal exposure (potential litigation is one of the approved reasons for discussing matters in executive session). If the debate about terminating a contract were done openly, it would compromise the association's legal position and expose the board to potential claims from the contractor. Accordingly, discussions related to the termination should take place in executive session. Anytime the board contemplates terminating a contract, it should get the advice of counsel.
11. Potential Liability Issues. There may be other issues of concern over potential liability that need to be discussed with legal counsel. Non-litigation matters, such as legal opinions related to insurance, personnel, maintenance, easements, recalls, etc., would also be appropriate topics for executive session. Whenever the association's attorney is giving legal advice to the board, it is protected under Evidence Code §§ 950-962.