Page 23 - NJ Cooperator Winter 2020

NJCOOPERATOR.COM THE NEW JERSEY COOPERATOR — WINTER 2020 23 Knowledge and Experience. Always, in All Ways. Our team of highly qualified and experienced Engineers and Architects have made us the “go-to” Highrise Experts for more than 23 years. Capital Reserve Reportsapital Reserve Reports C Facade Inspection and Restoration Mechanical, Electrical and Plumbing Design Domestic/Heating Water Riser Evaluations Balcony Repair and Reconstruction Flat Roof Inspections, Repair and Flat Roof Inspections, Repair and Replacement Lobby Renovation and Design Parking Garage Repair Water Infiltration Window, Flashing and PTAC Replacement Forensic Investigation & Litigation Forensic Investigation & Litigation Support Building Condition Reports/Planning (646) 292.3515 350 7th Avenue, Suite 2000 New York, NY 10001 682 Highway 202/206 Bridgewater, NJ 08807 (800) 839.7740 what a board is doing,” says Freedland, “I documents to increase the board to eight have seen recall elections. Shareholders members, including seven residential or unit owners can call a special meeting members—thus breaking the deadlock as provided in their bylaws. At that meet- ing board directors can be removed and replaced.” So it’s complicated, but it can be done. Actions within the board itself are ten there is friction,” he says. “I suggest handled a little differently (and of course that co-op and condo boards consider according to rules set forth in a given adopting a method common in nonprofit building or HOA’s governing documents). organizations, which is the board mem- Freedland says he often gets questions ber agreement.” A board member agree- from directors about removing other di- rectors. And while the chain of events and out what’s acceptable behavior for board emotions that would lead to that level of members. “It should be in writing, and infighting might be complex, the answer every new board member should be re- to the question of board members giving quired to say they are prepared to agree a particular colleague the boot is straight- forward: “Directors can’t remove other directors from a board,” says Freedland. committee—a common feature of non- “They can only be removed by sharehold- ers. But they can remove a director from building or HOA’s board policy. Davidson a specific position, say president or sec- retary.” So board members can make an perform an annual assessment of each officer a non-officer via a vote—but that board member. “Sort of like a, ‘how am I doesn’t remove the board member from doing?’” he says. “The member meets pri- the board entirely. Real Life Examples “Conflict can happen because people performance.” Such accountability and just don’t jive,” says Michele Schlossberg, the opportunity to ‘check in’ in a calm, a property manager with Gumley Haft, non-combative setting can help boards a management firm in New York City. or residents course-correct before some- She describes a situation in one com- munity where a contingent of residents ger problem. was unhappy with how the board had handled the planning and management of a large capital project. A large group to handle conflicts among board mem- didn’t feel they were being heard by the bers—or among warring resident fac- existing board, so they called for an elec- tion, collected a large number of proxies, reconciliation between the two opposing and replaced three board members with groups, whether that’s in the community new directors they felt would helm the as a whole or on the board. “People want project more effectively. The overall ef- fect of the change, however, was to stymie that at the first board meeting after an the project even further. The new board election, it’s often very helpful to simply members wanted to examine every docu- ment involved with the project to that see—what kind of changes they’re look- point—then they announced they wanted ing to effect by joining the board. It’s also to start the project over from scratch. It crucial to understand what the share- then took an additional three years—for holders want, and to remember that the a total of five—to complete a project that board is there to govern everyone—not should have taken a year or two at most. to champion pet projects or to stick it So in that case at least, the infusion of to anyone who doesn’t necessarily share new blood into the board had quite the one’s opinions or priorities. Put simply, opposite of the desired effect. Freedland cites a situation where a says Schlossberg, and the most important building he represented had a board con- sisting of five members. Four of the mem- bers were elected from the residential seriously. population of the building; the fifth was a representative of the commercial ten- ant leasing the first floor of the property. permeate every issue. Work it out and get This fifth board member never showed on with it.” up for meetings, leaving the four residen- tial representatives to vote on everything, which often resulted in deadlocked deci- sions and a great deal of frustration and needless acrimony. Ultimately, the share- holders amended the co-op’s governing problem for good. Other Ideas Davidson acknowledges that board en- vironments can become combative. “Of- ment is kind of like a rulebook and lays to these rules,” says Davidson. Another idea is that of a grievance residential nonprofits—tailored to a explains that a grievance committee can vately with someone from the grievance committee every year to talk about their thing relatively minor balloons into a big- What Can a Manager Do? Schlossberg suggests that the best way tions—is to try to arrive at some sort of to be heard,” she says, and recommends ask the minority what it is they want to “The goal is to create a cohesive board,” component of achieving that is a commit- ment to listen and take others’ concerns Freedland concurs, summing up with the assertion that “Dissention shouldn’t n A J Sidransky is a staff writer/reporter for Th e New Jersey Cooperator, and a published novelist. MANAGING... continued from page 6