Guest ConcernedOwner Posted February 10, 2012 at 06:51 PM Report Share Posted February 10, 2012 at 06:51 PM According to our Association's 'governing documents' which states that with 1/20 of the current membership, we can call for the board to schedule a special meeting and to state the purpose; which is to recall a board director (many of the membership will sign a petition calling for the board to call this meeting) but I've had one of the members state that even if we do get the signatures, "she's not going to call any special meeting just so she can be recalled". I'm just wondering if we follow the governing documents, get the required number of signatures, present the petition(s) to the board and they don't call the meeting as described....what recourse does the membership have? I mean the reason we want to recall this board member is because she doesn't follow the rules - so I'm just thinking who/what/where do we go if she doesn't? Thank you. Link to comment Share on other sites More sharing options...
Trina Posted February 10, 2012 at 06:56 PM Report Share Posted February 10, 2012 at 06:56 PM According to our Association's 'governing documents' which states that with 1/20 of the current membership, we can call for the board to schedule a special meeting and to state the purpose; which is to recall a board director (many of the membership will sign a petition calling for the board to call this meeting) but I've had one of the members state that even if we do get the signatures, "she's not going to call any special meeting just so she can be recalled". I'm just wondering if we follow the governing documents, get the required number of signatures, present the petition(s) to the board and they don't call the meeting as described....what recourse does the membership have? I mean the reason we want to recall this board member is because she doesn't follow the rules - so I'm just thinking who/what/where do we go if she doesn't? Thank you.'She' is just one person. Do you have reason to believe that a majority of the board members will not follow the bylaws and call the meeting as required? Link to comment Share on other sites More sharing options...
Guest Guest Posted February 10, 2012 at 06:58 PM Report Share Posted February 10, 2012 at 06:58 PM Yes, because this person "walks on water" so to speak with the majority of the board - she has them all brow beaten. Link to comment Share on other sites More sharing options...
Trina Posted February 10, 2012 at 07:09 PM Report Share Posted February 10, 2012 at 07:09 PM Are there any regular meetings of the general membership coming up?If not, I can only think of 1) privately trying to persuade enough board members to follow the rules (lots of signatures on the request to call the meeting might help with this); and 2) seeking legal advice.Is the process of calling special meetings very precisely spelled out in your bylaws -- i.e. who exactly is to send out notice, how many days notice is required, things like that? Link to comment Share on other sites More sharing options...
Guest Guest Posted February 10, 2012 at 07:18 PM Report Share Posted February 10, 2012 at 07:18 PM There is a regular meeting held each month - at these board meetings the membership isn't even allowed to ask any questions of the board - they can only make 'comments'. This type of dictatorship has been on-going for the last several years and we are just fed up with it. She will not step down, she has been asked to lots of times. The other board members are somewhat intimidated by her. Yes our by-laws state not less than 14 days or more than 50 days (or something like that) that the board can send out the notice or the members calling for the meeting can - but how would we get the list of names and addresses of all the members? She's the President and won't allow the membership list to be given out except to people that are running for election which isn't until this summer - we want her out way before this summer. Even if we seek legal advice, she'll use our membership dues to pay one of the attorney's in her pocket to address it and drag it out even more - we're in a MAJOR pickle with this woman. Link to comment Share on other sites More sharing options...
Trina Posted February 10, 2012 at 07:26 PM Report Share Posted February 10, 2012 at 07:26 PM There is a regular meeting held each month - at these board meetings the membership isn't even allowed to ask any questions of the board - they can only make 'comments'. This type of dictatorship has been on-going for the last several years and we are just fed up with it. She will not step down, she has been asked to lots of times. The other board members are somewhat intimidated by her. Yes our by-laws state not less than 14 days or more than 50 days (or something like that) that the board can send out the notice or the members calling for the meeting can - but how would we get the list of names and addresses of all the members? She's the President and won't allow the membership list to be given out except to people that are running for election which isn't until this summer - we want her out way before this summer. Even if we seek legal advice, she'll use our membership dues to pay one of the attorney's in her pocket to address it and drag it out even more - we're in a MAJOR pickle with this woman.If the bylaws actually say that the general members can act directly to send out notice of a special meeting, that's in your favor. Is the president really the only person who has access to the membership list?When you say that the board holds regular monthly meetings, does that mean that the general membership usually only meets once per year, to conduct the election?If you do get your special meeting, do the bylaws spell out this 'recall' process you mention? Link to comment Share on other sites More sharing options...
Steven Britton Posted February 10, 2012 at 07:27 PM Report Share Posted February 10, 2012 at 07:27 PM Trina's inquiry didn't mention board meetings. She asked you about membership meetings. Is the only regular membership meeting of your organization, the annual meeting? Link to comment Share on other sites More sharing options...
Guest Guest Posted February 10, 2012 at 07:37 PM Report Share Posted February 10, 2012 at 07:37 PM Yes, the President rules - no one (paid employees or board directors) there can do anything unless she is asked - have even gone to the CICB ombudsman (in VA) to no avail - any complaints, etc. get forwarded from her to "her attorney" (that membership pays for) who always sides with her.Yes there is an annual meeting held in September at which time it's announced who has won the election (which are always the people that she backs - amazingly enough). People we've never heard of come out of the woodwork but if she backs them - they'll win.No our by-laws do not spell our the 'recall' process....I'm researching everything I can on the internet. The only thing our by-laws say is that if a director steps down due to recall or is recalled, they can never serve on the board again. Link to comment Share on other sites More sharing options...
Guest Edgar Posted February 10, 2012 at 08:03 PM Report Share Posted February 10, 2012 at 08:03 PM Yes there is an annual meeting held in September at which time it's announced who has won the election . . .That gives you at least six months to marshal your forces. You can start by becoming a member of this humble forum. Not only will you avoid the hideous CAPTCHA code, your consistent identity will make it easier for the regulars to assist you on your parliamentary journey. No salesman will call. Link to comment Share on other sites More sharing options...
Guest Guest Posted February 13, 2012 at 03:59 PM Report Share Posted February 13, 2012 at 03:59 PM ok...I'll start by becoming a member of this forum Link to comment Share on other sites More sharing options...
vadare12 Posted February 13, 2012 at 04:03 PM Report Share Posted February 13, 2012 at 04:03 PM and a member I am....please continue to assist me in this process - am I to understand that we are going to have to wait until the annual meeting in September? Link to comment Share on other sites More sharing options...
Josh Martin Posted February 13, 2012 at 11:33 PM Report Share Posted February 13, 2012 at 11:33 PM am I to understand that we are going to have to wait until the annual meeting in September?Looks like it, since it seems the board is unwilling to notify the membership of a special meeting and the general membership is unable to do so as they do not have access to the membership list. Properly calling a special meeting requires notice to all members, so if you have no way of accomplishing that, a special meeting isn't an option. Link to comment Share on other sites More sharing options...
vadare12 Posted February 14, 2012 at 08:54 PM Report Share Posted February 14, 2012 at 08:54 PM this 9-member board of directors managing the affairs of the association is really only ideal for a certain few. The property owners are getting the shaft, big time - there are corrupt individuals running this place and we just sit around and wait until the annual meeting? What then? We're not going to have the 1/20th of the membership at the annual meeting anyway....I'm confused. Link to comment Share on other sites More sharing options...
Tim Wynn Posted February 14, 2012 at 09:19 PM Report Share Posted February 14, 2012 at 09:19 PM this 9-member board of directors managing the affairs of the association is really only ideal for a certain few. The property owners are getting the shaft, big time - there are corrupt individuals running this place and we just sit around and wait until the annual meeting? What then? We're not going to have the 1/20th of the membership at the annual meeting anyway....I'm confused.You mentioned "property owners." If this is a Homeowners' Association, it is likely that procedural rules contained in the applicable laws of your state provide for the calling of special meetings by members and for the removal of officers without a meeting. You may want to engage the services of a professional parliamentarian to review your governing documents and advise on a plan of action. However, whatever you decide will require the support of the members, if it is to have any force. You should start by rounding up that support. Link to comment Share on other sites More sharing options...
Trina Posted February 14, 2012 at 09:22 PM Report Share Posted February 14, 2012 at 09:22 PM this 9-member board of directors managing the affairs of the association is really only ideal for a certain few. The property owners are getting the shaft, big time - there are corrupt individuals running this place and we just sit around and wait until the annual meeting? What then? We're not going to have the 1/20th of the membership at the annual meeting anyway....I'm confused.Well, how is quorum defined for your membership meetings? Is quorum the same at the annual meeting as it is for a special meeting of the membership?Are you saying you need 1/20 of the members to call for a special meeting... but that if a special meeting were actually called you wouldn't need that many people showing up to meet quorum?I assume your annual meeting typically does meet its quorum requirement, since you said previously that elections are held then -- or do you vote by absentee ballots? Link to comment Share on other sites More sharing options...
Tim Wynn Posted February 14, 2012 at 09:39 PM Report Share Posted February 14, 2012 at 09:39 PM Well, how is quorum defined for your membership meetings? Is quorum the same at the annual meeting as it is for a special meeting of the membership?Are you saying you need 1/20 of the members to call for a special meeting... but that if a special meeting were actually called you wouldn't need that many people showing up to meet quorum?I assume your annual meeting typically does meet its quorum requirement, since you said previously that elections are held then -- or do you vote by absentee ballots?Actually, the post says that in September "it's announced" who has won. This does sound like some form of absentee voting... or possibly the board electing itself (I hope not). Link to comment Share on other sites More sharing options...
Josh Martin Posted February 14, 2012 at 11:43 PM Report Share Posted February 14, 2012 at 11:43 PM The property owners are getting the shaft, big time - there are corrupt individuals running this place and we just sit around and wait until the annual meeting?This is certainly unfortunate, but I don't see an alternative. A special meeting can only be called with proper notice to all members, and based on what you've told me, that's apparently not possible.What then?Then you remove the officers, just like you wanted to do at the special meeting (or if their term is up, just elect new ones). See FAQ #20. Perhaps the fact that the board refused to call a special meeting as required by the Bylaws will be an additional point to bring up when conducting disciplinary procedures.We're not going to have the 1/20th of the membership at the annual meeting anyway....Well, the only "1/20th" you've brought up so far is in relation to a special meeting, so that has nothing to do with the annual meeting. Or is 1/20th of the membership also your quorum requirement?You mentioned "property owners." If this is a Homeowners' Association, it is likely that procedural rules contained in the applicable laws of your state provide for the calling of special meetings by members and for the removal of officers without a meeting. You may want to engage the services of a professional parliamentarian to review your governing documents and advise on a plan of action. It's already been established that the organization's Bylaws provide that a special meeting shall be held upon the request of 1/20 of the membership, and the meeting may be called by the board or by the members requesting the meeting. (Posts #1 and #5) The original poster is concerned, however, that the board will refuse to send out the call and the members requesting the meeting do not have access to the complete membership list. It's indeed possible that there are procedural rules contained in applicable laws on this subject as well, but the problem doesn't really seem to be procedural in nature. Given this, I'm not sure a parliamentarian would be of much assistance.I think the members need a lawyer more than a parliamentarian, but based on the facts presented, it looks like they would need to pay for that out of their own pockets (as the society's lawyer apparently answers to the President), and that may be beyond the members' financial means. Link to comment Share on other sites More sharing options...
vadare12 Posted February 15, 2012 at 05:34 PM Report Share Posted February 15, 2012 at 05:34 PM This is certainly unfortunate, but I don't see an alternative. A special meeting can only be called with proper notice to all members, and based on what you've told me, that's apparently not possible.Then you remove the officers, just like you wanted to do at the special meeting (or if their term is up, just elect new ones). See FAQ #20. Perhaps the fact that the board refused to call a special meeting as required by the Bylaws will be an additional point to bring up when conducting disciplinary procedures.Well, the only "1/20th" you've brought up so far is in relation to a special meeting, so that has nothing to do with the annual meeting. Or is 1/20th of the membership also your quorum requirement?It's already been established that the organization's Bylaws provide that a special meeting shall be held upon the request of 1/20 of the membership, and the meeting may be called by the board or by the members requesting the meeting. (Posts #1 and #5) The original poster is concerned, however, that the board will refuse to send out the call and the members requesting the meeting do not have access to the complete membership list. It's indeed possible that there are procedural rules contained in applicable laws on this subject as well, but the problem doesn't really seem to be procedural in nature. Given this, I'm not sure a parliamentarian would be of much assistance.I think the members need a lawyer more than a parliamentarian, but based on the facts presented, it looks like they would need to pay for that out of their own pockets (as the society's lawyer apparently answers to the President), and that may be beyond the members' financial means. which is exactly where things stand - we pay dues to the assocation - the board member uses our dues to retain an attorney for their own benefit and so now the owners are supposed to pay out of pocket - double whammy - to retain a different attorney - something is just not right with that scenario - Link to comment Share on other sites More sharing options...
vadare12 Posted February 15, 2012 at 05:40 PM Report Share Posted February 15, 2012 at 05:40 PM any good parlimentarian(s) out there that would like to 'volunteer' to assist me in this endeavour? I've tried writing the Governor about this board, I've complained to the Common Interest Community Board ombudsman to no avail, I've contacted and written to WTOP radio on your side (they don't handle matters like this). So, if you don't just happen to have thousands of dollars to give to an attorney once you realize how your being scammed by your board of directors - basically you are just SOL? Link to comment Share on other sites More sharing options...
Tim Wynn Posted February 15, 2012 at 06:13 PM Report Share Posted February 15, 2012 at 06:13 PM any good parlimentarian(s) out there that would like to 'volunteer' to assist me in this endeavour? I've tried writing the Governor about this board, I've complained to the Common Interest Community Board ombudsman to no avail, I've contacted and written to WTOP radio on your side (they don't handle matters like this). So, if you don't just happen to have thousands of dollars to give to an attorney once you realize how your being scammed by your board of directors - basically you are just SOL?Boards (more precisely, board members) of this kind feed on apathy of members and the peddling of misinformation. I've seen impressive results when members get together with the right information in their hands, able to quote specific rules. It's not enough for me to accept that the members can't access the membership list. The members should approach the secretary with a clear statement, backed up with the proper citations, that it is the duty of the secretary to make such records available to members. This can definitely work. In situations like this, normally the board offers vague resistance and the members walk away. The members need to SHOW what the rules are, instead of ASKING the board how things will be done. Link to comment Share on other sites More sharing options...
Tim Wynn Posted February 15, 2012 at 06:23 PM Report Share Posted February 15, 2012 at 06:23 PM I think the members need a lawyer more than a parliamentarian...A skilled parliamentarian can give the members the tools and a solid plan of action for regaining control of their association. It could certainly be handled outside of a courtroom. Link to comment Share on other sites More sharing options...
Dan Honemann Posted February 15, 2012 at 07:10 PM Report Share Posted February 15, 2012 at 07:10 PM A skilled parliamentarian can give the members the tools and a solid plan of action for regaining control of their association. It could certainly be handled outside of a courtroom.I doubt it. Link to comment Share on other sites More sharing options...
Tim Wynn Posted February 15, 2012 at 07:11 PM Report Share Posted February 15, 2012 at 07:11 PM I doubt it.I've done it. Link to comment Share on other sites More sharing options...
Dan Honemann Posted February 15, 2012 at 08:13 PM Report Share Posted February 15, 2012 at 08:13 PM I've done it. My hero! Link to comment Share on other sites More sharing options...
Tim Wynn Posted February 15, 2012 at 08:52 PM Report Share Posted February 15, 2012 at 08:52 PM My hero! Aww... That makes me laugh and feel bad at the same time. Link to comment Share on other sites More sharing options...
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