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Condo | HOA Lawyers

When Can Boards Go Into Closed Session? The Short Answer

Board’s in most states can go into closed session anytime they want. However, some states have specific laws that require all association board meetings to be open to its members, absent a few specific exceptions. Those exceptions generally deal with one of these situations:

  • Litigation or Possible Litigation;
  • Attorney Client Privileges discussions; and
  • Items that must remain confidential:
    • Employee or Medical issues;
    • Collection issues against particular units;
    • Conferring about contracts; and
    • Disciplinary Matters.

Despite the fact that a Board can go into Closed Session for anything in the State of Wisconsin, wise Board’s and the attorneys representing them should be VERY hesitant to ever go into Closed Session for anything other than the items set forth above. The reasons are both self-evident and simple:

  1. As soon as you go into Closed Session some or all of the uninvited members likely believe that you are secretly doing things to either:
    1. Keep them in the dark; or
    2. To benefit one or more Board Members.
  2. Clear and consistent communication is the best thing an Association can provide to its members, as it makes everyone feel part of the process and tends to result in clear well-defined goal.

One last point. Keep Closed Session Minutes, but only make them available to those who are entitled to be in the Executive Session. Remember, these minutes, just like your regular minutes should only reflect what is done, NOT what is said.

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