Overview

The “town hall” concept has grown in popularity over the last several years, and this fad has understandably filtered down to organizations like HOAs. Many HOA boards organize “town halls” to signal that a meeting is informal, informational, or not part of the board’s formal decision-making process. In the hands of a good HOA, there’s a place for such informal “meetings,” and they present no governance issues. Bad HOAs, however, have weaponized the “town hall” meeting as yet another means of circumventing the Davis-Stirling Act’s meeting-related transparency requirements (i.e., the Open Meeting Act).

Fortunately, the label an HOA board gives a meeting bears little weight on how the law treats the meeting. What matters is what the HOA board is actually doing when a quorum of directors is present. A real distinction exists between an informational session and a board meeting. If homeowners only ask questions, share concerns, or receive updates from directors without the board deliberating, move toward or make any decisions, the Open Meeting Act probably won’t apply. [I say “probably” only because there’s no specific case law directly addressing “town hall” meetings in the context of California HOAs.]

That distinction disappears, however, the moment a quorum of directors begins to deliberate, evaluate options, or shape a decision about HOA business. The Davis-Stirling Act defines a board meeting broadly, and courts interpret “deliberation” to include not only final decision-making, but also the collective exchange of information and viewpoints that influence a future decision. Once the discussion crosses that line, the gathering qualifies as a board meeting, and the board must then comply with the Open Meeting Act, including its notice, agenda, and minute requirements.

This is where many HOA boards, including the good ones, get into trouble. Some attempt to use. Some attempt to use “town hall” meetings as a way to test ideas, build consensus, or move discussions forward without giving notice or creating a record. Many may even do this in good faith. But that approach carries risk. Even if no vote occurs, a quorum discussing HOA business in a way that influences future decisions may trigger the Open Meeting Act. At that point, calling the gathering a “town hall” does not change the board’s obligations.

This Fact Sheet explains how to identify when a “town hall” meeting crosses into a board meeting, what legal standards apply to that determination, and how homeowners can evaluate whether their HOA is in compliance with the Open Meeting Act.

[If you’d like to learn more about the Open Meeting Act, read my Fact Sheet “California HOA Open Meeting Act: Homeowner Rights and Board Obligations.” Or if you prefer, you can tune into an episode of the HOA HELL podcast, “California HOAs: The Open Meeting Act.” If you’d like more information on the rules surrounding board meetings in particular, however, read my Fact Sheet “Can a California HOA Hold Secret Meetings Without Notice or Minutes?”]

Key Points

A “town hall” meeting does not fall outside the Open Meeting Act simply because the board labels it that way. The analysis turns on the quorum’s conduct during the gathering. If the board stays within a narrow informational role, the law may not treat the gathering as a board meeting. Once the board engages in deliberations or decision-making, the Open Meeting Act applies, along with its various transparency requirements.

• A board meeting occurs when a quorum of directors engages in HOA business. Civil Code 4090 defines a board meeting as a congregation of a quorum of directors to hear, discuss, or deliberate on any item of business within the board’s authority. The label “town hall” does not change that definition. If a quorum is present and the board is working through HOA business, the gathering falls within the statute. The law focuses on conduct, not labels. Labels like “information,” “informal,” or “town hall” do not automatically remove a gathering from the Open Meeting Act’s requirements if the board’s conduct meets the statutory definition of a board meeting.
• A purely informational “town hall” may fall outside the Open Meeting Act if the board does not deliberate, make or move toward a decision. A gathering limited to homeowner questions, general updates, or open discussion without board evaluation or direction does not fit neatly within the statutory definition of a board meeting. In that narrow scenario, the Open Meeting Act may not apply because some courts have recognized that not every exchange of information constitutes a board meeting, particularly when the board takes no action and initiates no decision-making process.  
• When a quorum discusses HOA business, the nature of that discussion determines whether the Open Meeting Act applies. The statute uses broad language, but the few courts ruling on Open Meeting Act questions have added nuance. In the few applicable published cases interpreting the relevant provisions of the Open Meeting Act, not every discussion automatically triggers the Act. Instead, those courts have held that the legal question should turn on whether the discussion rises to the level of deliberation, which includes evaluating options, reacting to proposals, and exchanging information to shape a future decision, rather than simply taking a final vote. Once the discussion reaches that point, the Open Meeting Act applies. In other words, the courts have, in some cases, put more emphasis on the words “deliberate” than they did on the words “hear” or “discuss.”
• Once a “town hall” qualifies as a board meeting, the Open Meeting Act requires notice, an agenda, and minutes. Civil Code 4920 requires the HOA to give advance notice of the meeting and to include an agenda identifying the items to be discussed. Civil Code 4930 limits the board’s ability to address items the board did not properly agendize (absent an emergency), which prevents boards from deciding issues that members did not know the board would discuss. Corporations Code 8320 requires the HOA to keep minutes of board meetings, and Civil Code 4950 requires the HOA to make those minutes (or draft minutes) available to members within 30 days. These requirements apply because the law gives homeowners the right to know when the board will conduct business, what it plans to address, and what occurred once the meeting ended.
• Homeowners should act if they believe that their HOAs are circumventing the Open Meeting Act. To determine whether an HOA’s “town hall” should’ve been treated as a board meeting, homeowners should focus on what actually occurred by identifying who attended, what HOA business was discussed, and whether directors evaluated options or reacted to proposals in a way that shaped a future decision. Preserve evidence such as emails, notices, recordings, or witness accounts, then require the HOA to identify the legal basis for treating the gathering as something other than a board meeting.
• If your HOA uses “town hall” meetings to conduct board business without complying with the Open Meeting Act, call MBK Chapman. The HOA attorneys at MBK Chapman are widely regarded as California’s best homeowner-side HOA attorneys. HOA members do not have to accept informal “town hall” gatherings that operate as undisclosed board meetings. The law requires transparency when a quorum of directors engages in HOA business, and homeowners should address violations directly.

The Open Meeting Act does not prohibit informal gatherings, but it does prohibit boards from using those gatherings to deliberate on HOA business outside the procedures the law requires. When a quorum uses a “town hall” to shape decisions without notice, an agenda, or a record, the Open Meeting Act’s rules regarding transparency apply. Homeowners should never tolerate their board ignoring those transparency obligations.

FAQs

About MBK Chapman Fact Sheets

Homeowners searching for answers online will often come across articles that appear authoritative, but are actually written as search-engine marketing content rather than by an experienced HOA lawyer. These pieces tend to prioritize keyword density over clarity, accuracy, or legal context, which often leaves homeowners more confused than informed.

At MBK Chapman, our Fact Sheets are part of our HOA Law Library and are written by Michael Kushner, an HOA lawyer with decades of hands-on experience representing California homeowners. In fact, Michael Kushner is the HOA lawyer who pioneered the systems and strategies used by some of California’s most successful homeowner-side HOA law firms.

Each Fact Sheet is deliberately concise, statute-based, and designed as a quick-reference guide to help homeowners understand key HOA laws and enforcement rules at a glance.

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