Page 15 - New Jersey Cooperator February 2019

management company with the ability to effectively communicate with a board regarding the needs of the association is important. “Truth be told,” Bowen continues, “some board members assume their po- sition with aspirations of control and world domination – even if that world only consists of the association. Those board members are potentially the most difficult personalities to incorporate into what should be a ‘team.’ It is important for the members of the board to be re- minded that their function is to effectu- ate the administration and governance of the association pursuant to their best business judgment. Sometimes that pur- pose gets lost if directors come with per- sonal agendas. Many times, association general counsel can act as an experienced ‘voice of reason’ and assist the board in attempting to move through its difficul- ties to keep the corporation moving for- ward.” “In a harmonious board, members are genuinely committed to either supporting or opposing matters that come to them based on whether or not those matters are in the best interests of the building and its residents,” adds attorney Michael E. Fleiss, a partner at Schwartz Sladkus Reich Greenberg Atlas, LLP, a law firm in New York City. “Also, the members are free of hardline or absolutist positions when it comes to the building and build- ing-related issues. For example, instead of insisting that maintenance or common charges must never be increased, or that the lobby must be renovated before any other project is undertaken, they are will- ing to adjust if necessary to best address the conditions and situations with which they are presented. This does not neces- sarily mean abandoning wholesale the positions they espoused when running for the board, or their deeply-held views about how best to manage the building. But it does mean being open to consider a variety of possible options. “Finally,” Fleiss continues, “effective board members respect the views of ex- perts regarding matters within those ex- perts’ fields. Few board members – even long-serving ones – can master all of the details of the many subjects with which they must deal. That’s why boards re- tain architects, accountants, lawyers and managing agents, and why successful boards have different members with con- struction, financial and legal backgrounds. Har- monious boards give ap- propriate weight to the expert opinions of their members and of the professionals they hire.” Fighting Toward Consensus While some mi- nor conflict can be al- lowed to simply blow over, some intra-board squabbles are not likely to fix themselves with- out some kind of in- tervention. In these instances, members who find themselves outside the con- flict–or even third parties–may need to insert themselves into the melee in order to guide it to a reasonable solution. It’s important to handle matters in- ternally before they spill out and create issues among the broader association. “Generally, there are an odd number of members on a board so that when a vote needs to be taken, the board can move forward” without being stuck with a tied vote, notes Robin B. Steiner, President of RMR Residential Realty, LLC, in Elms- ford, New York. “But, while it shouldn’t happen, sometimes the losing side of a vote will express their disdain for the decision to the community at large, and, all of a sudden, gossip is circulating at breakneck speed.” “Occasionally, board members can’t see the big picture due to their percep- tion of certain people, and will be unable to make rational decisions,” adds Edie Davis, Senior Property Manager with Maine Properties in Scarborough, Maine. “In the rare occasion that a vote reaches a stalemate, I have had mediators come in to resolve conflicts.” Sometimes. factions develop among the ownership unrelated to board dealings, and then mem- bers of those groups run for board positions in order to ad- vance the in- terests of their smaller group. It’s not hard to see how this can lead to prob- lems, as those members clearly do not have the whole of the association in mind when governing. “Serving on a dysfunctional board is exhausting for the members who may well opt to resign rather than continue to ‘fight the fight,’” says Davis. “That level of dysfunction also typically leads to in- creased expenses for the association, as board members may have more cause for requesting legal opinions to support or offset arguments among themselves. Oc- casionally, when there is a bad actor on a board who is causing so much difficulty that it interferes with the function of the association, there may be a political ef- fort waged to have that member recalled by membership through a statutory pro- cess. If the board is split by faction, it will be up to the political savvy of willing di- rectors to form coalitions of support in order to get things done by majority.” Key to communication is listening. And if board members are not listening to each other, bringing in a neutral party may help to open their ears. “When board members are diametrically opposed, it may be time to call in a professional from a field related to the argument at hand,” advises Straits. “Even if that professional is saying the same thing as a particular board member, the others may be more open to hearing the message if articulat- ed by an experienced outsider. “And,” Straits continues, “many argu- ments come down to the individual com- munication styles of specific board mem- bers. It can be helpful for each member to reiterate what they ‘heard’ another mem- ber say, as it can be surprising to hear members repeat what they thought they had just heard. If differing members can realize their differences in communica- tion styles, it can help push through and resolve issues. But, at certain times, there is no resolution that is satisfactory to ev- eryone. When that happens, the board members need to understand that it is their fiduciary responsibility to support the decision of the majority.” While mediation can occasionally be helpful in placating feuding residents, it’s rarely useful in the board context, ac- cording to Fleiss. “Formal mediation by an independent third-party facilitator may even result in agreement purely for the sake of agreeing; that is, an agree- ment that is not necessarily in the best interests of the building and its residents. Plus, formal mediation typically involves financial costs – including to compensate YOU’LL LEARN SO MUCH YOUR HEAD COULD EXPLODE. (Our lawyers said we had to warn you.) THE COOPERATOR EXPO 2019 WHERE BUILDINGS MEET SERVICES MEADOWLANDS EXPO CENTER, SECAUCUS — WEDNESDAY, MAY 15, 10–4 FREE REGISTRATION: NJ-EXPO.COM NJCOOPERATOR.COM THE NEW JERSEY COOPERATOR — FEBRUARY 2019 15 “Harmony on a board comes from a place of mutual respect. Every- one must afford each other the opportunity to be heard and to voice their opinion.” — Teresa Viggiano continued on page 21