We often receive questions from concerned Colorado association members regarding the law surrounding closed-door executive meetings held by their board or committee. In 1992, Colorado enacted Colorado Revised Statute § 38–33.3, also known as the Colorado Common Interest Ownership Act, to strengthen homeowner associations and common interest communities. The Act attempts to establish a comprehensive and uniform framework for the creation and operation of common interest communities.
Section 308 of the Colorado Common Interest Ownership Act pertains to the regulations involving association meetings, including the limited circumstances in which an executive board is permitted to hold a closed-door executive session. Subsection four further identifies the six matters that may be discussed by an association board or committee during a closed-door executive session:
Association Employment Matters
Section 308(4)(a) authorizes closed door sessions for matters pertaining to employees of the association or the managing agent’s contract or involving the employment, promotion, discipline, or dismissal of an officer, agent, or employee of the association.
Legal Consultation
Section 308(4)(b) authorizes closed door sessions for consultation with legal counsel concerning disputes that are the subject of pending or imminent court proceedings or matters privileged or confidential between attorney and client.
Criminal Investigations
Section 308(4)(c) authorizes closed door sessions for investigative proceedings concerning possible or actual criminal misconduct.
Legal Matters
Section 308(4)(d) authorizes closed door sessions for matters subject to specific constitutional, statutory, or judicially imposed requirements protecting particular proceedings or matters from public disclosure.
Privacy Protection
Section 308(4)(e) authorizes closed door sessions for any matter the disclosure of which would constitute an unwarranted invasion of individual privacy.
Legal Correspondence
Section 308(4)(f) authorizes closed door sessions for review of or discussion relating to any written or oral communication from legal counsel.
It is important that the chair of the board understand that the Colorado Common Interest Ownership Act specifically requires that the chair announce the general matter of the discussion as outlined above prior to the convening of any closed-door executive session. Similarly, subsection seven requires that the minutes of the closed-door executive session must indicate both that an executive session was held and the general subject matter of the executive session. Finally, no rule or regulation of the board may be adopted during the executive session.
It should also be noted that any rule or regulation may only be adopted during a regular or special meeting. However, the board may return into a regular session following an executive session.
