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Horrible board - how to oust, if possible

Started by manhattangood
almost 18 years ago
Posts: 23
Member since: Jul 2008
Discussion about
My board is non responsive, produces minutes on nonimportant stuff to make it look like they're doing something, and is just plain crappy. Is there a way to throw a coup? SO fed up with the lazy asses.
Response by joepa
almost 18 years ago
Posts: 278
Member since: Mar 2008

Read your bylaws regarding calling a shareholder meeting or when the annual meeting takes place, make sure to get a quorum and the proper amount of votes/proxies in your favor to oust the board (usually a majority or 2/3rds), and elect new members. If they are really bad and breaching their fiduciary duty, you can bring a shareholder derivative action - but I don't think you want to go down that road just yet.

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Response by manhattangood
almost 18 years ago
Posts: 23
Member since: Jul 2008

would the managing agent have the bylaws? ideas on how to do this in stealth mode since these people would still be neighbors?

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Response by joepa
almost 18 years ago
Posts: 278
Member since: Mar 2008

Managing agent should have the bylaws - so should you, though. Hard to do this in stealth since you will need to solicit all your neighbors to either vote with you or give you a proxy. You'll also need to solicit new potential board members to run against the current board. Finding people who are not only qualified to run a building but willing to do this, may be tough.

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Response by kylewest
almost 18 years ago
Posts: 4455
Member since: Aug 2007

Most boards hold annual elections. That is the "in" I used when the board at a coop I used to live in got out of control with spending and irresponsible with the number of capital projects it undertook at once. I gathered a slate of people who as a group brought various skills: (1) long historical knowledge of the coop because of long residency and past board participation; (2) finance background; (3) legal skills; (4) accounting skills; (5) engineering and construction knowledge; (6) ethics and compliance knowledge; (7) negotiating skills. As a group they had everything an effective board would need. We built support in the building leading up to the annual meeting by each meeting with residents one-on-one and explaining the ways in which the current board was unsatisfactory and the ways our slate could address those problems and turn things around. I also coordinated each candidate creating a bio and statement explaining his/her reason for running and particular stregnths which were distributed in advance of the meeting. We conducted a successful campaign and by the time the votes were counted, our candidates resoundingly won. We avoided personal attacks of any type and focused exclusively on issues. My point: you don't just run people you think will do a good job and hope they win. It takes a considered strategy, time, effort, and a real campaign to increase the chances of success. If there is truly a need for change, then others should see it. If they don't, then maybe you have misjudged the job the current board is doing.

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