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JohnK40 (West Virginia)
Posts: 59
Posted:
Association is a 400-acre recreational-vehicle private gated community resort with seasonal activities for members, their family, and guests (unique nature with members owning their lots) located in West Virginia open April through October.

Background:

1. Director M was nominated and elected by a floor vote June 2017 Annual Meeting.

2. In July 2017, Director M was verbally told she was NOT on the Board. No legal opinion, nothing written, nothing in minutes. OK, she made an error accepting the verbal undocumented removal.

3. August 2017, Director M was elected to the Board by members vote (actual ballot election).

4. November 2017 (our off-season) Director M was informed by the President at a Board meeting she was going to be removed.

5. December 2017 and January 2018 pass. February 3, 2018 in a FOUR MINUTE MEETING ...

Director C called for Director S to supply the evidence against Director Marty for removal with cause at

9:21am

Director Marty R

Cause for removal will include:

Bylaws Section 4.13 - Removal of a Director

1) Conduct deemed unbecoming of a board member, to include: a) Documented acts of physical assault or battery, threats/actions of physical violence, threats/actions against personal property, extortion, and/or the use of coercion against other directors, corporation members and/or employees. b) A documented pattern of abuse of position/authority to include succeeding in obtaining rights, privileges and/or concepts they wish to have or achieve, etc.

Supporting evidence:

-Multiple emails and audio minutes of vulgar language, threats toward other directors and another director's dog.

-Not replying to BOD or park manager emails for voting on issues

-Not typing up the minutes in its entirety or accuracy

7) Tampering with personal files of Directors, RBMC members and/or employees of RBMC. Tampering is defined as: a) The unauthorized removal of such files; b) The unauthorized removal or destruction of items contained in such files; and/or c) Disclosure of personal or financial information contained in such files
Supporting evidence:

-Removal of park recorder with only set of minutes from Sept & Oct meetings that had not been typed up or uploaded to secure server. A set of minutes has to be on park property at all times per our governing documents.

Section 4.12 - Confidences. All business transacted by the Board of Directors pertaining to members and employees personal information shall be held in honorable confidence, except when demanded or required by proper authority. If any officer or employee, in the opinion of the board, is believed to be in violation of this section of these bylaws, that person shall be liable to immediate removal or discharge by a majority vote of the board.

Supporting evidence:

-Not typing up the minutes in its entirety or accuracy and release of executive information on social media. to personal and private pages

Robert's Rules of Order (Latest version= 11th Edition)

Executive Session (per what the Secretary read at Jan 20, 2018 meeting)

... A member of a society can be punished under disciplinary procedure if he violates the secrecy of an executive session. Anyone else permitted to be present is honor-bound not to divulge anything that occurred. The minutes, or record of proceedings, of an executive session must be read and acted upon only in executive session, unless that which would be reported in the minutes-that is, the action taken, as distinct from that which was said in debate-was not secret, or secrecy has been lifted by the assembly. When the minutes of an executive session must be considered for approval at an executive session held solely for that purpose, the brief minutes of the latter meeting are, or are assumed to be, approved by that meeting.

Supporting evidence:

-Releasing of executive information on social media and to other park members on private sites.

Director Marty chose not to attend the meeting to voice her defense. John Cress calls for motion to vote the
removal of Marty Reiker, with cause. Kathy Sease seconded the motion. Vote by state our names and yay or nay. The vote was unanimous for yay.

As of 9:25 am - Marty Reiker is no longer on the board of directors of RBMC.

Complete history this link, but it is a LONG read. https://www.smore.com/d6kqm

Question. Can a member voted Director be removed by the seated Board.

Question. Must the seated Board make the 'evidence' available or is it sufficient to just list the 'charges' so-to-speak?

I know it is late ... much water flowed under the bridge ... however ... Question. Is there any way possible I can challenge the removal after all this time? The importance is our By-Laws state fours years must pass before a 'removed' Director can 'run' for the Board again. We have an election coming up and MANY members want Director M to run for a Board seat.

SueW6 (Michigan)
Posts: 814
Posted:
Sounds like this person served as secretary of the board.

Boiler plate procedure is that the board can remove an officer by vote. But removing that person as a director on the Board can only be done by the party that put them on the board ( usually the Members of the Association at an election).

But there are other circumstances that may guide you. Procedures for removal of officers and board members can be found in your own bylaws or the State guidelines.
JohnK40 (West Virginia)
Posts: 59
Posted:
Yes Secretary. Thank you.

Any suggestion how I approach the removal of the officer (elected by the membership) by the Board?
AugustinD
Posts: 5,144
Posted:
Can you please quote word-for-word all of Bylaw 4.13?
AugustinD
Posts: 5,144
Posted:
Even better, attach a copy of your HOA's complete Bylaws.

I see nothing in West Virginia statutes on this subject.
RichardP13 (California)
Posts: 3,868
Posted:
https://www.facebook.com/MessageMeRiverBendPark/

https://www.riverbendrvpark.org/default.php
JohnK40 (West Virginia)
Posts: 59
Posted:
West Virginia Code ยง31E-8-809. Removal of directors by members or directors.

(b) If a director is elected by a class of members only the members of that class may participate in the vote to remove him or her.

ยง31E-8-843. Resignation and removal of officers.

(b) A board of directors may remove any officer at any time with or without cause.

By-Laws. Copy and paste this link into your browser.
https://www.riverbendrvpark.org/editor_upload/File/Governing/RBMC%20by%20laws%20July%2014%2C%202018.pdf
RichardP13 (California)
Posts: 3,868
Posted:
Can they do it, unfortunately, YES. In reading some of the information, this goes to the top of the list as the most hilarious situation EVER posted on this forum. I happen to belong to something like this in California. There should be a law that people can't retire, they have too much time on their hands.
AugustinD
Posts: 5,144
Posted:
JohnK40, my bad. Thank you for citing the relevant section of the nonprofit corporation statute.

Presumably the months where you were allegedly removed were the "off season." Your failure to appear to me indicates that the Board had the right to remove you, at least per the Bylaws. Your HOA does appear to be a corporation subject to the state's nonprofit corporation act. The only question remaining to me is whether the nonprofit corporation statute trumps the Bylaws. Does your HOA's Declaration, Articles of Incorporation, or Bylaws say anything about conflicts with state law? If not, and if forced to bet, I would bet that the nonprofit corporation act trumps your Bylaws. If my bet is correct, the problem then becomes whether you want to go to court to try to get a court ruling that you were unlawfully removed.

I think it was a mistake not showing up at the meeting to defend yourself.
RichardP13 (California)
Posts: 3,868
Posted:
In further reading the link, it appears the only way the Director could remove another director is for CAUSE and only during the off season.

I want to make reservations for the Parmesan Crusted Steak dinner tonight.
JohnC46 (South Carolina)
Posts: 14,265
Posted:
As I understand it:

1. Officers of the BOD are elected solely by Members of the BOD.

2. Members of the BOD can call for a new election of Officers whenever they want to.

2a. BOD Officers not re-elected by the BOD are still BOD Members.

3. Some bylaws allow the BOD to remove someone from an Officer's position but the vote must be a majority of the BOD voting to do so. That person removed from an Officer's position is still a Member of the BOD.

4. Who appointed/elected a BOD Member can remove them.

4a. If a BOD Member was appointed to the BOD by the BOD, the BOD can remove him from the BOD.

4b. If a BOD Member was elected by the owners, only the owners can remove him from the BOD. The BOD cannot.

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