Q&A: Do we need a unanimous vote, or just a majority?

Q&A: Do we need a unanimous vote, or just a majority?

Q. I have a question related to voting. Our building's documents include a master deed, rules and regulations, and bylaws. It refers to the New Jersey Condo Act as an empowerment document. In our complex there are only five owners, and each is a member of the management committee (per bylaws).  Our bylaws or the New Jersey Condo Act does not specify whether a vote by the management committee is by a majority or by a unanimous vote.  It states that we need to manage, but one member believes it should be unanimous.  When it comes to managing the common elements, I am under the impression that it should be by a majority vote.  So which is it and by what percentage?

                 —Civic-Minded in Clifton

A. “The scenario that is posited is essentially one involving a typical board of trustees of an association,” says attorney Scott Piekarsky of the law firm of Piekarsky & Associates in Wyckoff, New Jersey. “This is who runs the association. It is unfortunate that the bylaws do not provide guidance on this issue. It is relatively standard in the industry that a majority vote of the board is what is necessary to take official action. Assuming this association is a non-profit corporation of the State of New Jersey as is typical, guidance can be gleaned from the New Jersey Non-Profit Corporation Statutes.

“Specifically, N.J.S.A. 15A:6-7 entitled Quorum of Board of Trustees and Committees; Vote Required; Action of Trustees Without a Meeting under sub-part (b) provides that “The act of majority present at a meeting at which a quorum is present shall be the act of the board or committee...”

 “Therefore, it is likely that it is a majority vote versus a unanimous vote. After all, if every time a board decision had to be made a unanimous vote was required, gridlock would occur often and nothing would ever get done.”

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