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South Carolina, can the whole board resign

Started by BrettH3 • 25 replies • 506 views

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BrettH3 (South Carolina)
Posts: 47
Posted:
Our board member has not been doing a good job, either ignores the ball or drops the ball. He also does not want to take leader ship from a woman. I have asked him to do a specific task when we have division of labor and he writes back, “why?“ We do not follow a hierarchal system. . We had the annual meeting a few days ago and he lost the election with a surprise nomination from the floor with a stack of proxies. Then he erupted, shouted I was crazy, shouted that I had my hand at the treasurer‘s ass. A couple board members are upset, one has already resigned, and another one is waiting on her partner’s input. Can the whole board resign and walk away?
WendyM5 (North Carolina)
Posts: 1,522
Posted:
sure they can. it's not like they signed a contract that says they can't.
just hold new elections.

and sorry you had so much drama.
vis ta vie
JohnT38 (South Carolina)
Posts: 1,631
Posted:
Sure they can. Check your bylaws to see how you can appoint someone to fill the open slots.
KerryL1 (California)
Posts: 14,550
Posted:
What is your role, Brett? Are you also a board member? Or perhaps the property manager? I.e., what is this "leadership" thing you refer to?

It sounds like a new board member was elected. How many board members are you supposed to have? What size is your HOA?

Sure, all directors could resign but that would put your HOA in a terrible situation where a judge may force the HOA to hire a "receiver," about which I know b nothing except that they'd rule the HOA and cost a lot of money.

BrettH3 (South Carolina)
Posts: 47
Posted:
I am board President. Division of tasks, like meeting the roofing contractor, meeting the landscaper, and also meeting the security company. “We have three tasks that need to be completed, would you be able to do this?“
KerryL1 (California)
Posts: 14,550
Posted:
Along with my above questions, Brett, do you have a property manager? Did the Board vote to agree to this "division of labor?" Or did you as prez "give" assingments to directors? Outside of meetings?
TimB4 (Tennessee)
Posts: 21,061
Posted:
If any board member resigns, the remaining board members may appoint someone to fill the job until the next election.
DavidG45 (Delaware)
Posts: 994
Posted:
Quote:
Posted By BrettH3 on 10/05/2022 12:17 PM
Our board member has not been doing a good job, either ignores the ball or drops the ball. He also does not want to take leader ship from a woman. I have asked him to do a specific task when we have division of labor and he writes back, “why?“ We do not follow a hierarchal system. . We had the annual meeting a few days ago and he lost the election with a surprise nomination from the floor with a stack of proxies. Then he erupted, shouted I was crazy, shouted that I had my hand at the treasurer‘s ass. A couple board members are upset, one has already resigned, and another one is waiting on her partner’s input. Can the whole board resign and walk away?

I don’t know how anybody is responding to this, because I only have a vague idea about what your situation appears to be.

When you say “our board member” is it supposed to mean “one of our board members?”

When you say he doesn’t want to take leadership from a woman, do you mean he does t want to take orders from woman? If so, who is the woman, and how is she giving him orders?

When up you say the whole board might quit, does that include the surprise winner of the election? Why would they quit? Why would any of them quit? What are they upset about?

Isn’t this board member now a former board member?
KerryL1 (California)
Posts: 14,550
Posted:
I agree, David, that Brett's OP is very hard to comprehend so I thought clarifications from her/him might help. But, so far, no dice.
BrettH3 (South Carolina)
Posts: 47
Posted:
There were two women and three men on the board. The One male board member discounted anything either of the two women ever said. When I suggested adding amenities the one board member always shut it down although other board members would vote to approve. No orders were ever given, just any suggestion made by a woman was shot down. He was replaced, but his buddy on the board resigned, and now the two of them are encouraging other board members to resign.
BrettH3 (South Carolina)
Posts: 47
Posted:
There were two women and three men on the board. The One male board member discounted anything either of the two women ever said. When I suggested adding amenities the one board member always shut it down although other board members would vote to approve. No orders were ever given, just any suggestion made by a woman was shot down. He was replaced, but his buddy on the board resigned, and now the two of them are encouraging other board members to resign.
BrettH3 (South Carolina)
Posts: 47
Posted:
There were two women and three men on the board. The One male board member discounted anything either of the two women ever said. When I suggested adding amenities the one board member always shut it down although other board members would vote to approve. No orders were ever given, just any suggestion made by a woman was shot down. He was replaced, but his buddy on the board resigned, and now the two of them are encouraging other board members to resign.
BrettH3 (South Carolina)
Posts: 47
Posted:
There were two women and three men on the board. The One male board member discounted anything either of the two women ever said. When I suggested adding amenities the one board member always shut it down although other board members would vote to approve. No orders were ever given, just any suggestion made by a woman was shot down. He was replaced, but his buddy on the board resigned, and now the two of them are encouraging other board members to resign.
JohnC46 (South Carolina)
Posts: 14,265
Posted:
Brett

In SC does not matter. Yes the entire BOD could resign but in your case it seems one (yourself) or two will survive any attempted purge. Even if only one person is left, that person can name another to the BOD then those two can agree (vote) to appoint another person to the BOD then those three can agree (vote) to appoint another person to the BOD and so on until you have a full BOD once again.

The terms of those appointed will be either until the next BOD Election or to fill out the term of who they replaced. Your Bylaws will say which. Also, and important, is the BOD can vote to remove any members they appointed. Thus is you appoint a "bad apple" and the rest of the BOD agrees, you can vote among yourselves to remove that person from the BOD.

If I understand it there presently is you and two women left on the BOD and two past BOD male members are encouraging the two women to resign. If so time for you to talk to the two women and remind them who fought and discouraged anything they did. Fight fire with fire.

You said that some BOD Members would not implement things the BOD voted for. As President, you should have stepped in and mad sure the BOD's wishes got implemented.

Brett it sounds like you want to do what is best for your association. If so, stay on the BOD and see where the chips fall then rebuild the BOD.
JohnT38 (South Carolina)
Posts: 1,631
Posted:
Quote:
Posted By JohnC46 on 10/06/2022 6:02 AM
Brett

In SC does not matter. Yes the entire BOD could resign but in your case it seems one (yourself) or two will survive any attempted purge. Even if only one person is left, that person can name another to the BOD then those two can agree (vote) to appoint another person to the BOD then those three can agree (vote) to appoint another person to the BOD and so on until you have a full BOD once again.

The terms of those appointed will be either until the next BOD Election or to fill out the term of who they replaced. Your Bylaws will say which. Also, and important, is the BOD can vote to remove any members they appointed. Thus is you appoint a "bad apple" and the rest of the BOD agrees, you can vote among yourselves to remove that person from the BOD.

If I understand it there presently is you and two women left on the BOD and two past BOD male members are encouraging the two women to resign. If so time for you to talk to the two women and remind them who fought and discouraged anything they did. Fight fire with fire.

You said that some BOD Members would not implement things the BOD voted for. As President, you should have stepped in and mad sure the BOD's wishes got implemented.

Brett it sounds like you want to do what is best for your association. If so, stay on the BOD and see where the chips fall then rebuild the BOD.

Brett, John is right on the money. Without knowing your circumstances this may be a golden opportunity to handpick a Board that is willing to work together.

I would also suggest that you do an honest self assessment on your leadership and delegation skills and make sure that you are not part of the current problem with Board members wanting to quit. I'm in no way saying you are but always be aware of how you are interacting with the other members and what your tone is. I believe a strong leader picks up on the personality traits of who they are working with and then tailors their approach with each one as needed.
BrettH3 (South Carolina)
Posts: 47
Posted:
Thank-you.
BrettH3 (South Carolina)
Posts: 47
Posted:
Thank-you.
AugustinD
Posts: 1,027
Posted:
From another thread of the OP's, this appears to be a HOA (and not a condo association).
Quote:
Posted By BrettH3 on 10/06/2022 5:31 AM
When I suggested adding amenities the one board member always shut it down although other board members would vote to approve.
What sort of "amenities"? If the amenity will involve significant maintenance in the coming years, this should have gone to an owners' vote, with said vote being to amend the governing documents to add ___.

Generally the board is permitted only to maintain the amenities listed in the Declaration. The Declaration is a contract. The Board is not supposed to spend money on anything outside the four corners of this contract.

BrettH3 (South Carolina)
Posts: 47
Posted:
Two Picnic tables for the homeowners to use.
AugustinD
Posts: 1,027
Posted:
Quote:
Posted By BrettH3 on 10/06/2022 6:52 AM
Two Picnic tables for the homeowners to use.
If I were on this Board, then I think this would be just enough expense for me to vote against it. Especially if the latest reserve study indicated insufficient funding.

I am not trying to shoot down any idea you have. I am saying that I can see why people would oppose adding such an amenity and be reasonable in doing so.
BrettH3 (South Carolina)
Posts: 47
Posted:
We have plenty in reserves and had money in our “non-pool amenity fund“, enough to cover the picnic tables which were purchased as a kit and then built by volunteers. It was a pattern of whatever suggestion a woman made what shot down by one individual board member.
BrettH3 (South Carolina)
Posts: 47
Posted:
We have plenty in reserves and had money in our “non-pool amenity fund“, enough to cover the picnic tables which were purchased as a kit and then built by volunteers. It was a pattern of whatever suggestion a woman made what shot down by one individual board member.
AugustinD
Posts: 1,027
Posted:
Quote:
Posted By BrettH3 on 10/06/2022 7:10 AM
We have plenty in reserves and had money in our “non-pool amenity fund“, enough to cover the picnic tables which were purchased as a kit and then built by volunteers. It was a pattern of whatever suggestion a woman made what shot down by one individual board member.
"Plenty in reserves" means nothing to me unless the Reserve Study concluded that no assessment increases would be needed for many years and indicated that the "percent funded" figure was 100%.

"non-pool amenity fund" is another name for the board's discretionary fund, isn't it? I doubt your governing documents authorize the board to use money in this way.

Anyway, now it sounds like the vote passed, and you got the picnic tables you and the other directors wanted.
KerryL1 (California)
Posts: 14,550
Posted:
Brett, as president, you need to know that one director cannot "shoot down" any idea if a majority of the Board supports it with their yes vote. Then, the motion passes/is approved and It's the job of the president to see that the board's decision is carried out.

Will you please tell us if you have a property manager and what size your HOA is?

Totally agree with JohnC & JohnT!
BrettH3 (South Carolina)
Posts: 47
Posted:
Yes, we have a property manager and 170 homes.
KerryL1 (California)
Posts: 14,550
Posted:
Thanks for the info, Brett. It depends a lot on their quality & experience as a PM, but that person, if they attend your board meetings, should be a able to guide you in many matters concerning board meetings. That person also carries out the board decisions, e.g., purchasing picnic tables. Clearly you have a line item in your operating budget ( I guess?) for such purchases, your "non-pool amenity fund."

Did you understand my insistence that no individual board member can "shoot down" any motion? A majority rules.

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