QUESTION:  What is the amount of time for executive sessions to remain confidential?

ANSWER: For most executive session matters, confidentiality should extend indefinitely. This includes personnel matters, an owner's delinquency payment plan, the identity of persons involved in disciplinary actions, and attorney-client privileged communications. Releasing confidential information could result in claims for defamation, invasion of privacy, violations of statute, etc. The Legislature made such matters confidential for a reason, so boards should be cautious about releasing executive session information.

Who Can Waive Confidentiality? The authority to release information is held by the board as a whole, not by individual directors. Once the information is released, it cannot be taken back. Accordingly, directors who release information without board approval may be in violation of their fiduciary duties and may be personally liable for any damage that results.

Disciplinary Action. Directors who reveal confidential information without board approval can be disciplined.

A member can be punished under disciplinary procedure if he violates the secrecy of an executive session. Anyone else permitted to be present is honor-bound not to divulge anything that occurred. (Robert's Rules, 10th ed., p. 93.)

Most often, the punishment is a censure by the board. In addition, the board could form an executive committee that excludes a problem director to handle sensitive matters.