In a community association, it falls on the board to put out any fires that ignite among the property’s residents. But what happens when that blaze springs up between the board members themselves?
Those who volunteer to serve on their community association or co-op board are likely to bring strong convictions—and personalities—to the table. As in any decision-making body, there is likely to be difference of opinion. And if the stakes and tempers rise high enough, it can occasionally escalate into a war of words. At worst, it can lead to knock-down, drag-out fisticuffs.
Preventing any and all conflict is impossible. But minimizing and mitigating the problem is essential in order for a board to do its job. Board members should actively anticipate arguments among their ranks and have a strategy on hand to ease tensions and reach an acceptable compromise—before things get out of hand.
Talk It Out
One way to keep things copacetic among board members is to identify which attributes most contribute to a board’s functionality, and reach for those as a baseline when things start to drift apart.
“Harmony on a board comes from a place of mutual respect,” says Teresa Viggiano, community manager of the Riviera at East Windsor HOA in Cranbury. “Everyone must afford each other the opportunity to be heard and to voice their opinion. After all, they are operating an often multi-million-dollar business.”
“I think that the key to harmony on a board is that its members have the ability to agree to disagree,” says Tina Straits, vice president and general manager of Baum Property Management in Aurora, Illinois. “Any one group of people is not going to reach a consensus on every issue. Where there is disagreement, it is vitally important that board members listen respectfully to each other and understand that having a difference of opinion is nothing to take personally.”
Communication—and the ability to calmly articulate why one board member may disagree with one or other persons—is critical. “Some disputes are caused by a lack of understanding among board members as to the regulation and operation of the association and the function of the board, which can be due to the inexperience of some of the directors,” explains Elizabeth A. Bowen, a shareholder with Florida-based law firm Siegfried Rivera. “To this end, a good 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 position 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 reminded that their function is to effectuate the administration and governance of the association pursuant to their best business judgment. Sometimes that purpose gets lost if directors come with personal agendas. Many times, association general counsel can act as an experienced ‘voice of reason’ and assist the board in attempting to move through its difficulties to keep the corporation moving forward.”
“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 building-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 willing to adjust if necessary to best address the conditions and situations with which they are presented. This does not necessarily 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 experts regarding matters within those experts’ 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 retain architects, accountants, lawyers, and managing agents, and why successful boards have different members with construction, financial, and legal backgrounds. Harmonious boards give appropriate weight to the expert opinions of their members and of the professionals they hire.”
Fighting Toward Consensus
While some minor conflict can be allowed to simply blow over, some intra-board squabbles are not likely to fix themselves without some kind of intervention. In these instances, members who find themselves outside the conflict—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 internally before they spill out and create issues among the broader association. “Generally, there is 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 Elmsford, 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 perception of certain people and will be unable to make rational decisions,” adds Edie Davis, senior property manager with Maine Properties in Scarborough, Maine. “On 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 members of those groups run for board positions in order to advance the interests of their smaller group. It’s not hard to see how this can lead to problems, 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 increased expenses for the association, as board members may have more cause for requesting legal opinions to support or offset arguments among themselves. Occasionally, 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 effort waged to have that member recalled by membership through a statutory process. If the board is split by faction, it will be up to the political savvy of willing directors 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 articulated by an experienced outsider.
“And,” Straits continues, “many arguments come down to the individual communication styles of specific board members. It can be helpful for each member to reiterate what they ‘heard’ another member 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 communication styles, it can help push through and resolve issues. But, at certain times, there is no resolution that is satisfactory to everyone. 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, according to Fleiss. “Formal mediation by an independent third-party facilitator may even result in agreement purely for the sake of agreeing; that is, an agreement that is not necessarily in the best interests of the building and its residents. Plus, formal mediation typically involves financial costs—including to compensate the mediator—which boards may be hesitant to incur. But informal ‘mediation’ by fellow board members, relevant professionals—architects, accountants, attorneys, for example—or managing agents can assist in arriving at a bipartisan solution to an issue on which certain board members are in disagreement.
“In some circumstances,” Fleiss continues, “such ‘mediation’ may involve little more than other board members discussing an issue with two diametrically-opposed colleagues at a meeting of the board, using the available information – including expert recommendations – to try and bring the views of those disagreeing members closer together.
“In other circumstances, the relevant professionals may try to bridge gaps between board members’ positions by answering questions and discussing options regarding the matter at issue. Where the other board members or the expert cannot or will not ‘mediate’ a resolution between two stridently-opposed board members in this manner, it often falls to the managing agent to do so.”
Cooper Smith is a regular contributor to CooperatorNews.
Leave a Comment