Board Removal

I live in a condominium community in Connecticut. We the unit owners contacted an attorney, reviewed the bylaws and Connecticut's Common Interest Owenrship Act that becamed effective/law in July 2010. A petition was devised and we collected 63 signatures to call for a special meeting. Our bylaws and state statutes state that we only need 20% of the unit owners signatures, their are 218 units in the community. We only needed 44 signatures to call the special meeting. We sent the signatures to the secretary and waited 17 days to receive a response. The secretary never responded so the unit owners mailed/hand delivered our notice notifying the unit owners of the date, time and place of the meeting. We arraigned to have the meeting for the removal of the president, secretary, and a director. On March 28, 2011, the organizers of the meeting went to the door of our meeting room and rang the president's door-bell who lives upstairs. Needless to say the president did not respond. We then moved the meeting across the way to a unit owners garage due to lighting issues. The voting was for the removal without cause. The meeting was conducted by the unit owners guided by Roberts Rules of Order. The owners signed in, received their ballots and the results were 74 to remove, 6 not to remove, and 1 abstained. We sent the board of directors a certified letter with the results.The board members are ignoring the unit owners special meeting and results.Any advice. We have made an appointment to consult with a attorney.

Gary

The Connecticut state statutes and our bylaws allow us to organize a unit owners special meeting if the secretary chooses to ignore our petition, We are entitled by state statute to conduct the meeting as long as we follow the protocal.

1) Allow 15 days for secretary to send out notices for the special meeting.
2) Hand deliver/mail the notices for the date,time and place of special meeting.
3) Have a specific agenda.
4) Give the unit owners 10 days from the date of receiving notice to attend special meeting

Thanks
gary

Petition

Responses

Question 1) The petition was sent to the secretary by certified mail, to the condo office, have the receipt
dated.

2) The president questioned several of the unit owners about their signatures, actually she told
several of the signers that she could not assist them because they signed the petition.

3) Our state statutes states that we have to wait only 15 days to receive notices from the secretary
if non are received then we are entitled to send our own.

4) The petition calls for a special meeting for the removal of the three stated board members.

Notice 1) All of the unit owners meetings have been in our meeting room for over 25 years. Our attorney
told us to hold it outside so we were in the same are as the office.
2) Our notice of the meeting was within the 10 days meaning when distibuted 12 days ---2 for
mailing time.
3) The notice was sent to every owner----we hand delivered 156 and mailed 62.We have the list
of all owners---we mailed out 62 envelopes for non-residents.

I appreciate your help---thanks
Gary

Gary,

Based on your posting it sounds like you have your ducks in a row. Good luck and let us know how you were advised to proceed so others in a similar situation can benefit.

Tim

Thanks Daniel

The problem is their are still several board members left---we did not vote them off----in the certifed letter sent to the board with the voting results we requested information on what actions they intend to take to confirm the removal of the three board members.

We are a self-managing community----this is a good thing----we have had numerous issues with previous management companies and feel the money could be better spent on community improvements.

Thanks
Gary

Gary,

Unless you want a great big legal bill for advise on the concerns, I would suggest that you keep the discussion centered on the election, the election results and how to move forward. Leave the concerns for the new Board to address.

Tim

Hi Gary:

I agree with what Tim posted as a good idea to help minimize legal costs. The concerns are items the new board would need to address anyway and if legal advice is needed down the road it can be obtained at that time.

The important item to conclude in order to move the association forward is the current situation in which removal of the board has been initiated and the need for appointment of members to replace removed board members.

It appears you had a fairly decent turnout with 52% or 81 out of 156 owners who physically reside in your association showing up for the meeting. You potentially could have had more if your state statute required more time for scheduling of meeting in that the 62 non-residents would have had the extra time to potentially mail in a proxy or vote.

It appears the removal is as you have stated per your statutes:

Sec. 47-250. Meetings. Rules.

(a) The following requirements apply to unit owner meetings:

(2) An association shall hold a special meeting of unit owners if its president, a majority of the executive board, or unit owners having at least twenty per cent, or any lower percentage specified in the bylaws, of the votes in the association request that the secretary call the meeting. If the association does not notify unit owners of a special meeting within fifteen days after the requisite number or percentage of unit owners request the secretary to do so, the requesting members may directly notify the unit owners of the meeting. Only matters described in the meeting notice required by subdivision (3) of this subsection may be considered at a special meeting;

Sec. 47-261d. Removal of officers and directors.

(a) Notwithstanding any provision of the declaration or bylaws to the contrary, unit owners present in person or by proxy at any meeting of the unit owners at which a quorum is present, or voting by ballot pursuant to subsection (d) of section 47-252, may remove any member of the executive board or any officer elected by the unit owners, with or without cause, if the number of votes cast in favor of removal exceeds the number of votes cast in opposition to removal, except that: (1) A member appointed by the declarant may not be removed by a vote of the unit owners during the period of declarant control; (2) a member appointed under subsection (g) of section 47-245 may be removed only by the person that appointed that member; and (3) the unit owners may not consider whether to remove a member of the executive board or an officer elected by the unit owners at a meeting of the unit owners unless that subject was listed in the notice of the meeting or in the notice of the vote by ballot.

What I found interesting is the removal section did not stipulate a follow up meeting to appoint new board members. Therefore, do the remaining board members fill the vacancies as noted in the below statute?

Sec. 47-245. Executive board members and officers. Duties. Period of declarant control: Delivery of property and documents by declarant; current financial statement.

(3) Elect members of the executive board, except that the executive board may fill vacancies in its membership for the unexpired portion of any term or, if earlier, until the next regularly scheduled election of executive board members; or

Thanks Tim

Your advice is sound-----we just have some very upset unit owners in our community---this current president has come and gone from this board over a 20 year period----shame on us for allowing it to persist this long.

thanks again
Gary

Hello Susan:

Quorom---in our bylaws---Article III-Section 3.10 state --except as otherwise provided in these bylaws, the unit owners present in person or by proxy, at any meeting of unit owners, shal constitute a quorum at such meeting.

Majority Vote --bylaws---Artcile III- Section 3.11 ---- The vote of a majority of the unit owners present in person or by proxy at a meeting at which a quorum shall be present shall be binding upon all unit owners.

Connecticut Common Interest Owenrship Act Chapter 828

Section 47-252 Voting, Ballots

2) Unless a greater number or fraction of the votes in the association is required by this chapteror other law or declaration, a majority of the votes cast is the decision of the unit owners.

Gary,

I live in Ct. too. We removed our board in 2007. 20% of owners called a meeting. Our difference being that the association attorney moderated the removal meeting and then he moderated the election meeting which immediately followed. In the removal meeting two board members were removed and then the rest(5) just quit.

Since you didn't have a second meeting to elect new board members, off the top of my head it seems to me like the remaining sitting board members can now elect new people to fill the open positions. Then that group would elect officers. Let's see, is the VP still a sitting board member? That person should now be running the show until new board members and subsequent election of officers.

Even before this goes much further I would have the VP contact the association attorney for comment on how to proceed.

The problem with dealing with the association attorney is that although they represent the association, they take their orders from the board.

The voted off President should be out of the loop if indeed your removal meeting was valid.

I would not get an attorney other than the association attorney. He/she should be able to put closure to this for you.

Are there only 3 board members left? Do your documents say anything about quorum or do those present at a board meeting represent a quorum?

Oh, and they don't go away quietly. Which just makes it more difficult for all neighbors involved.