Q: My co-op board president is on a power trip and has even intimidated some board members. Another resident was interested in the position but the president claims she never received the ballot and has the right to stay on. She has also tried to purchase items without board approval, and refused a same-sex couple who wanted to purchase in the building. She is unfair in her approach to incidents in the building. How do I proceed to remove her?
A: While your board president's behavior does sound egregious, in order to give her the boot, you'll have to stick to building protocol (and brace for a long, drawn-out dispute), say our experts.
The first thing you'll want to do is quietly rally support from neighbors who share your feelings, and look into the building's by-laws. "The coop’s by-laws details the means and methods in which shareholders elect the directors of the board," says property manager Thomas Usztoke of Douglas Elliman Property Management. "This document should be available to any shareholder through the building's managing agent."
"In essence, those displeased with the status quo must organize a takeover," says Elizabeth Donoghue, a real estate attorney with Himmelstein, McConnell, Gribben, Donoghue, and Joseph. "Shareholders can remove a power-tripping board president by removing the board member." Since officers are elected by the board (rather than by shareholders), to unseat her as president, you'll have to vote to remove her from the board altogether. While you could call a special meeting to address the problem, Donoghue notes that shareholders often hold off until the annual meeting to stage a vote to avoid the hassle that's often involved in scheduling a "special meeting."
You'll need to do plenty of prep ahead of time, looking into the ways in which votes are counted in your building, selecting candidates to take the president's place on the board, making sure you'll have enough votes, and bringing on a neutral third party—someone who's not running or affiliated either faction—to ensure a fair process, says Donoghue.
While you should first ask for explanation about the board president's spending and rejection of the same-sex couple (it is possible she was authorized to do a certain amount of spending, for instance), rejecting applications based on sexual orientation or marital status is clearly illegal, and Donoghue says, "You should bring the president's offensive conduct to the attention of your fellow shareholders."
Still, don't expect your coup d'etat to be a breeze. It's very likely your board president will catch wind of your plans and try to rally support to keep her position. During a similar situation in her own building, Deanna Kory, a broker at the Corcoran Group, tells us, "it was a very tense and rough time and the recall meeting (where the whole building was invited) was fraught with veiled insults and such. It can be done, but it will require a significant effort to do so and a majority of owners/shareholders who want the same thing and are willing to do what it takes to make the recall happen."
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