Arizona HOA Executive Session Rules

What is an HOA executive session?

An executive session is a portion of a board meeting closed to owners so the board can discuss sensitive matters privately. In Arizona it is an exception to the strong open meeting policy, not a convenience. Boards that use executive session to avoid uncomfortable conversations risk challenges, ADRE petitions and loss of owner trust.

Topics Arizona allows in executive session

For planned communities, A.R.S. § 33-1804 allows a portion of a board meeting to be closed only to:

1. Consider legal advice from the association’s attorney.
2. Discuss pending or contemplated litigation.
3. Discuss personal, health or financial information about an individual member, an individual employee of the association, or an employee of a contractor working for the association, including records of the association directly related to that information.
4. Discuss a member’s appeal of a violation cited or penalty imposed, unless the affected member asks that the meeting be held in open session.
5. Discuss job performance of, compensation of, health records of, or specific complaints against an individual employee of the association or of a contractor.

The condominium statute, A.R.S. § 33-1248, contains a similar list. Topics like budgets, vendor selection, rule changes and general enforcement strategy are not on the list and belong in open session. Before closing, the board should announce the general statutory reason. See our open meetings law summary.

This is general information, not legal advice; your governing documents and an Arizona HOA attorney control.

How to run an executive session correctly

1. Notice it. Include the executive session on the agenda with the general statutory basis.
2. Announce the reason in open session before closing the room.
3. Stay on topic. Discuss only the noticed, permitted matter.
4. Keep it confidential. Directors should not share what was discussed. Breaching confidentiality can waive attorney-client privilege.
5. Return to open session to vote on any action, using neutral wording that protects confidential details, such as “Move to approve the settlement agreement as discussed in executive session.”
6. Document carefully. Open minutes note that an executive session occurred and its general reason. Any separate executive session notes are kept confidential and are among the records that may be withheld from inspection under A.R.S. § 33-1805.

Violation hearings and the owner’s choice

When an owner appeals a violation or fine, the hearing is closed by default unless the owner asks for it to be open. Treat the owner respectfully, let them present information, and decide based on the documents and evidence. A consistent hearing process supports fair enforcement; see the fines and enforcement policy guide and the homeowner view in HOA fines and hearing rights.

Topics that do NOT qualify for executive session

Boards sometimes want privacy for discussions that the statute does not protect. Generally these belong in open session:

• Adopting or debating the annual budget or an assessment increase.
• Choosing between vendor bids or approving contracts.
• Drafting or adopting rules and policies.
• Discussing the performance of the management company as a whole, as opposed to an individual employee.
• General enforcement strategy or the overall delinquency picture.
• Disagreements among directors.

If you are unsure whether a topic qualifies, ask your manager to check with the association’s attorney before the agenda is published. Defaulting to openness keeps the board on safe ground.

A sample executive session script

Clear language helps owners understand why they are being asked to leave. The president might say: “The board will now go into executive session under A.R.S. § 33-1804 to receive legal advice from the association’s attorney regarding a pending matter. We will return to open session afterward to take any action.” When the board returns: “The board has returned from executive session. Is there a motion regarding the matter discussed?” Then record the vote in the open minutes. Keep confidential notes, if any, separate from the general minutes and store them securely. The secretary guide explains how to handle each set of records.

Executive session checklist

• Does the topic fit one of the statutory categories?
• Is the executive session listed on the agenda with its general reason?
• Has the president announced the reason in open session?
• Are only invited participants present, such as the manager and attorney?
• Will any final action be taken in open session with neutral wording?
• Are confidential materials stored separately from the public packet?

How Transcend helps

Your Board Liaison confirms whether a topic qualifies before it goes on an executive session agenda, prepares confidential materials separately from the public packet, and drafts open-session motions that protect sensitive details. When legal advice is needed, we coordinate attorney consultations and collections attorney updates. Learn more about board meeting support and the broader open meeting law guide.

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