Speaking of minutes, good corporate governance calls for all board minutes and actions to be documented and distributed freely and promptly among homeowners. The current board "appears" (I don't really know) to not want to distribute monthly and annual meeting minutes. In the interest of professional governance, this should also be corrected. It may require a little more work, but is absolutely critical to open governance. I'm sure there is some homeowner willing to take on this task for the board, if management does not have the resources.
Another necessary reform: annual and monthly meeting agendas should be freely shared with homeowners. In this electronic age that is easily accomplished. Nominations for board membership must be publicly shared ahead of time, and the nomination process open to all homeowners interested in participating - not just through write-in ballots. The current situation "appears" to be be somewhat secret - I'm sure this is an oversight that can be corrected.
Finally: there is an ugly rumor going around that a board member told a homeowner at the meeting that "the board can do anything it wants - it's written in the CRR's - and if you don't like it, hire a lawyer" - or something to that effect. I find that incredible and hope that it's an exaggeration. Every Board of Directors (outside of Communist China) serves at the pleasure of its association, and should not be in an adversarial relationship with its constituents.
I think the bylaws need to be reviewed and changed. David, the manager, holds an overwhelming percent of proxy votes, and I'm curious to know how his proxies weighed the voting. I would like to see a copy of the voting results. I think it's a conflict of interest for a paid building manager to get that much sway in the governance of the board and building.
ReplyDeleteOf course David's position is rife with conflicts of interest. However much we may like David personally, and however well maintained the building may be under his sway, we should be sharing knowledge of those conflicts and seeking means to curtail or moderate them:
ReplyDelete1. No member of management who works for the Association as a whole should serve on the Board. It is far too easy for such a person to suggest and direct rulings or even "traditions" that convenience management but inconvenience homeowners (i.e., pool opening/closing dates). Right now we have three Board members who are either management or former management, deciding important issues such as their own salaries! We can exercise our votes to remedy this situation and cease giving proxies to members of the board who can then vote themselves on in perpetuity. TALKING to our neighbors is probably the best way to communicate this conflict and spread homeowner's proxies around.
2. Our building manager should not be representing real estate in the building; at the very least, it encourages the practice or at best appearance of "insider trading" and pressures homeowners into using him as their agent. We might also wonder how those real estate activities distract him from the job we're paying him to do in Sutton Place.
3. David's ownership of multiple units and perhaps of some 10 parking spaces creates opportunities for price-fixing and reward/punishment mechanisms that affect renters. Nothing to do about that except TALK to our neighbors and friends to advertise the situation.
4. He also serves as Property Manager for an unknown number of resident or absentee landlords in the building, again encouraging price-fixing and favoritism. Once more, we can only TALK to one another and discourage our further participation.
It seems to me that we have been to blame in letting this nest of conflicts grow to such an extent, by delegating our civic duties under pressure of our busy lives, etc. This blog is the first step in persuading our fellow homeowners to participate, but we need more members, and we need to TALK to one another! I've repeatedly asked David to disseminate an email list of homeowners, to no avail, so we may want to create one on our own, pooling our knowledge with the consent of our neighbors. All we want and need is to share information and governance. Again, this is not about a personal vendetta against David, but rather a long-overdue rectification of imbalances.