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Unethical Board member running for office again

Started by JoyceW5 • 15 replies • 1073 views

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JoyceW5 (North Carolina)
Posts: 1
Posted:
We are now revising the bylaws and there is a section that states that a Director may be removed from office upon the affirmative vote of a majority of Owners for any reason deemed to be in the best interest of the Association. We want to amend it to also say that said person cannot run again for a Board position or serve on the Board in any capacity. One Director's actions were unethical, and more. This is a North Carolina HOA. Has any other HOA experienced anything like this and how do your Bylaws read to address this situation.
JaredC (Texas)
Posts: 264
Posted:
I hate to boast but one of our board members is probably worse than yours. We're talking literally insane, unethecil, immoral, dishonest, pathological liar, and breathtakingly corrupt. Oh my goodness it's terrible.

Here's the deal for us in Texas: We can remove anyone from the board for any reason with a majority vote of homeowners. Second, we have three board members total and the other two are normal people and at the end of the day those two hold all the power. What we cannot do is say Person A can no longer serve. We gotta play by the rules and these board positions are based on outcomes of elections. As you well know that can be a double edged sword.
KerryL1 (California)
Posts: 14,550
Posted:
Place the conditions on which directors can be removed from the board without homeowners' vote. Examples could be: three month's delinquency in paying assessments; failure to correct violations, etc.
SheliaH (Indiana)
Posts: 6,964
Posted:
As Kerry said, it's helpful to have specifics under which one can be removed as a board member, such as missing 3 consecutive meeting meetings, becoming delinquent in paying assessments (our community bylaws state both of these). Some communities have rules that prohibit convicted felons from serving, which may have more teeth than "unethical behavior." If that's what you want, you may need some definitions on what's considered unethical (unethical isn't always illegal).

In the end, it's also up to the homeowners - you can't always protect people from themselves if they want to vote for a slimeball (just look at some of today's lawmakers!) The opposition just has to out work them, reminding everyone (more than once) about the behavior and hopefully that will persuade people to come out and vote to keep the malcontents out.
If it is not right do not do it; if it is not true do not say it. Marcus Aurelius
JaredC (Texas)
Posts: 264
Posted:
We have similar language in our covenants about felons and if board members become delinquent but sadly Texas law has changed since those items were inserted and negates all of it. If you're a homeowner in Texas you can be on the board. We do have a clause where if a director misses more than three consecutive meetings they can be removed by the rest of the board but other than that it's pretty much all about elections. We recently even spoke with our attorney about removing our Treasurer due to breach of fiduciary responsibility (the woman is a nightmare!) but it was fruitless. Sigh.

State laws vary though.
JenniferG11 (Texas)
Posts: 667
Posted:
Quote:
Posted By JaredC on 08/17/2018 11:56 AM
We have similar language in our covenants about felons and if board members become delinquent but sadly Texas law has changed since those items were inserted and negates all of it. If you're a homeowner in Texas you can be on the board. We do have a clause where if a director misses more than three consecutive meetings they can be removed by the rest of the board but other than that it's pretty much all about elections. We recently even spoke with our attorney about removing our Treasurer due to breach of fiduciary responsibility (the woman is a nightmare!) but it was fruitless. Sigh.

State laws vary though.

It didn't change for felons, just delinquent homeowners. And not for Condos, just HOAs. For your sit, if the membership won't vote her out, you could at least vote her out of her officer position, couldn't you?
JaredC (Texas)
Posts: 264
Posted:
LOL. Yeah I pretty much only view the law from the HOA (209) perspective. Anyway we only have 24 units and 3 board members (which is the minimum). There is no way to vote her out of a position (treasurer). Luckily we are so small that titles like President, Secretary and Treasurer have no practical meaning. Yeah our by-laws state we have to have all those people but for all intents and purposes they're just titles.

We have almost enough votes to get her out and truth be told if we really tried we could probably do it. The woman is so whacky it just blows my mind that people still believe her lies. At one meeting she made a HUGE ordeal over no audit having been done yet when asked if she (treasurer) was going to sign the CPA firm engagement letter we already had on hand to begin the audit she refused! Literally she refused in almost the next sentence after demanding the audit! That's just one example. She even refuses to vote to collect money from people who vote for her. Seriously one guy owes us 18k (which is a lot of money for us) and several weeks ago she voted NO to take the legal measures necessary to collect. It's bad. Really bad.
JenniferG11 (Texas)
Posts: 667
Posted:
Quote:
Posted By JaredC on 08/17/2018 12:28 PM
LOL. Yeah I pretty much only view the law from the HOA (209) perspective. Anyway we only have 24 units and 3 board members (which is the minimum). There is no way to vote her out of a position (treasurer). Luckily we are so small that titles like President, Secretary and Treasurer have no practical meaning. Yeah our by-laws state we have to have all those people but for all intents and purposes they're just titles.

We have almost enough votes to get her out and truth be told if we really tried we could probably do it. The woman is so whacky it just blows my mind that people still believe her lies. At one meeting she made a HUGE ordeal over no audit having been done yet when asked if she (treasurer) was going to sign the CPA firm engagement letter we already had on hand to begin the audit she refused! Literally she refused in almost the next sentence after demanding the audit! That's just one example. She even refuses to vote to collect money from people who vote for her. Seriously one guy owes us 18k (which is a lot of money for us) and several weeks ago she voted NO to take the legal measures necessary to collect. It's bad. Really bad.

That is bad, but she has one vote of three, so.....??????
JohnC46 (South Carolina)
Posts: 14,265
Posted:
Joyce

Remove them from the BOD yes. I say prevent them for running again, no.
AugustinD
Posts: 5,144
Posted:
Joyce, after this person is recalled, why is it you think the person could win election to the board again? Is it because each year, not enough candidates run for the number of board seats that are open?
GlenM4 (Tennessee)
Posts: 141
Posted:
i could be wrong, but usually the board can not vote out a members rights, without all the members votes.. thus to remove the privilege of running for the board. You would need to change the document part that says any owner can run for the board. or else your CCRs will just say two different things and make things worst.
SueW6 (Michigan)
Posts: 814
Posted:
Pretty boilerplate verbiage in the bylaws:

Board members must be Members-In-Good-Standing.

That definition is open for discussion and can be a policy/procedure document.

JenniferG11 (Texas)
Posts: 667
Posted:
Quote:
Posted By SueW6 on 08/21/2018 6:15 AM
Pretty boilerplate verbiage in the bylaws:

Board members must be Members-In-Good-Standing.

That definition is open for discussion and can be a policy/procedure document.


Can't speak for OP's state, but as Jared said, not in Texas. Not for HOAs. Other states I know also adopted this. Unless a felon or a 'crime of moral turpitude', any member can run/serve.

I am in a COA in Texas and we can still have the 'good standing' rule, YMMV.
PaaN
Posts: 219
Posted:
Member in good standing is the status assigned to a member of an organization when he or she has remained current on organization dues and payments.

Good Standing Law and Legal Definition | USLegal, Inc.

definitions.uslegal.com/g/good-standing/
BenA2 (Texas)
Posts: 1,273
Posted:
Quote:
Posted By JaredC on 08/17/2018 11:56 AM
We have similar language in our covenants about felons and if board members become delinquent but sadly Texas law has changed since those items were inserted and negates all of it. If you're a homeowner in Texas you can be on the board. We do have a clause where if a director misses more than three consecutive meetings they can be removed by the rest of the board but other than that it's pretty much all about elections. We recently even spoke with our attorney about removing our Treasurer due to breach of fiduciary responsibility (the woman is a nightmare!) but it was fruitless. Sigh.

State laws vary though.

Did the attorney give a reason why the treasurer could not be removed? Is she elected by the membership?
I believe it is more typical for the officers, including treasurer, to be elected by the board of directors and nothing in the law, that I know of, prevents the board from removing any officer at will.

Also, as someone mentioned, the statute does not prohibit removal of a director who has been convicted of a felony in the last 20 years if the "board is presented with written, documented evidence from a database or other record maintained by a governmental law enforcement authority that a board member was convicted of a felony or crime involving moral turpitude. . ."

In fact, the statute states that they are automatically removed so, once the board receives the documentation, the felon is not a director and there is no need for the board to take action, except to appoint a replacement. It is funny though, that as written, an admitted felon can serve as long as no one goes to the trouble of presenting the documentation to the board.
PaaN
Posts: 219
Posted:
BenA2,

Your Treasurer CAN be removed from the officer position by the BOD but WILL remain a member elected director.

'Generally', members elect directors, directors vote among themselves to appoint (from the member elected directors) the officers (who are directors).

'generally'

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