Assembly Bill 1458 (AB 1458)

Assembly Bill 1458 (AB 1458) is a law passed by the California legislature, effective January 1, 2024. AB 1458 makes an important change to reduced quorum requirements for board elections: for Associations with quorum requirements greater than 20%, AB 1458 allows a 20% reduced quorum for rescheduled meetings. Here are the important changes made by AB 1458, followed by what they mean:

1. Change to Civil Code Sec. 5115

For recalls and board elections that have a quorum requirement, the Pre-Ballot Notice must now include “a statement that the board of directors may call a subsequent meeting at least 20 days after a scheduled election if the required quorum is not reached, at which time the quorum of the membership to elect directors will be 20 percent of the association’s members”. Civil Code Sec. 5115(a)(5).

If the Association does decide to reschedule the original meeting for 20 or more days later due to lack of quorum, the Association must now give general notice of the rescheduled meeting at least 15 days beforehand. This new notice must have the same contents as a Pre-Ballot Notice. Civil Code Sec. 5115(d)(3).

2. Change to Corp. Code Sec. 7512(e)

Board elections that do not meet quorum at the originally scheduled meeting may now be rescheduled “to a date at least 20 days after the adjourned proceeding, at which time the quorum required for purposes of a membership meeting to elect directors shall be 20 percent of the association’s voting members”.

WHAT AB 1458 MEANS FOR REDUCED QUORUM

When quorum is not met at the originally scheduled meeting, AB 1458 provides members with two paths to choose from regarding reduced quorum (unless the initial or reduced quorum in the Association bylaws is already less than 20%, in which case the new law does not apply):

1. Rescheduling based on date:
   • If the original meeting is rescheduled for up to 19 days later, the reduced quorum in the Bylaws will apply.
   • If the original meeting is rescheduled for 20 or more days later, the 20% reduced quorum in AB 1458 will apply.
2. Rescheduling based on which reduced quorum the members want to use:
   • Some Bylaws have a reduced quorum provision. If the members want to use the reduced quorum in their Bylaws, they must reschedule the original meeting for up to 19 days later.
   • If the members want to use the 20% reduced quorum in AB 1458, they must reschedule the original meeting for 20 or more days later.

There is no mix-and-match option. Members cannot reschedule their original meeting for 20 or more days later and use the reduced quorum in their Bylaws. Nor can they reschedule their original meeting for less than 20 days later and use the 20% reduced quorum in AB 1458.

Also, there are mandatory notice requirements in AB 1458:

• In the Pre-Ballot Notice, the Association must state that the original meeting may be rescheduled due to lack of quorum, at which time quorum will drop to 20%.
• If the membership decides to reschedule the original meeting for 20 or more days later due to lack of quorum, the Association must provide a new notice at least 15 days before the rescheduled meeting date that includes:
  
  

  (A) The date, time, and location of the meeting.
  (B) The list of all candidates.
  (C) A statement that 20 percent of the association present or voting by proxy or secret ballot will satisfy the quorum requirements for the election of directors and that the ballots will be counted if a quorum is reached, if the association’s governing documents require a quorum.

Again, AB 1458 does not apply if the initial or reduced quorum in the Association Bylaws is already less than 20%.

For more information, please contact Pro Elections. We will either provide the information or put you in touch with our in-house lawyer. We do not charge clients for consultations with our in-house lawyer on HOA election questions.