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AB3 (Arizona)
Posts: 44
Posted:
For those that have listened to my concerns before thank you so much for your help. Yes, I did get the information but would not read the pre-written report because I didn't get it until I asked for it. I kinda got it all the rules and regulations and the bylaws were from 2004 didn't even include the updates made at the annual meeting. Didn't contain Roberts Rules but the PM included some guidelines.

1). No budget approved at annual meeting
2). Policies and Procedure's that the new board will follow to conduct business not adopted or mentioned.
3). Have been told that new board is not required to stand behind the word of old board.
4). Two or three times we got told "oh this is approved already by the previous board." Which is a lie. A. We are not obligated to any decisions the previous board made except contracts. B. No bid No vote. C. No vote or mention of these things in the previous 3 months of minutes.
4) Missing documentation which has caused 5 years of unreported income. Which will total thousands in penalties and interest.

Our PM does nothing and says nothing. He doesn't say pardon me you can't do that or it doesn't matter what the previous board discussed without bid you can't have a vote. Not even to say the missing documentation must be handled asap due to the potentially devistating issues it will raise. They just laugh it off acting like they know all about it but will not provide any information. As I see it they are falseifying information by knowingly not updating the information on the books. Something like tax fraud comes to mind when people falsify tax returns.

How do I handle this, make it public to all the owners? Quietly ask her to step down. I'm kinda to the point of making it public by way of a flyer in all the mailboxes or contact the IRS and quit. I don't understand how the PM could let this go for this long. How much proof do I need on paper? As treasurer do I have the right to ask for copies of the tax returns?
Directors can be removed without reason by majority of the board.
SusanW1 (Michigan)
Posts: 5,202
Posted:
There are so many issues in your post that I don't know where to start.

But in a nutshell: The Secretary of the corporation should have a binder containing all the legal documents (Articles, CCRs, Bylaws, Policies and Procedures, Board Minutes from the last 3 years including all financial reports, Annual Reports to the State from last 3 years, Annual Meeting minutes with approved budget (if memberhsip does that) for the last 3 years, Any tax forms filed for the last 3 years, all newletters from the last 3 years.) The Board's choice of which parliamentary procedure they follow would be found in a reference book at your local library or book store.

All this material is open to inspection by the membership (by appointment)

I think your questions can be answered from looking at this material.
PaulM (Pennsylvania)
Posts: 1,347
Posted:
AB3: The PM is under contract to the Exec. Board on behalf of the Association. The PM functions at the direction of the Board, and can advise and make recommendations to the Board, but CANNOT override any decisions the Board makes (or chooses not to make). This is as it should be. The PM is an agent and as such is not the governing force behind the Assn., the Board is.

Are you presently on the Board? If not, you might want to think about running as a candidate for the next election. If an election is not forthcoming, you might want to offer your services to the Board in a volunteer capacity. It is the best way to learn of the inner workings and to be available in making changes.

GeraldT4
Posts: 1,022
Posted:
AB3 - I've read many of your posts, enough to know that at times I'm concerned your scope of knowledge of previous Board activity and current responsibilities seems, I repeat seems lacking. No disrespect meant, just that I believe your level of consciousness is evolving. It's the old adage, "How am I supposed to know, what I don't know I'm supposed to know.". Often it's knowledge gained through trial by fire.

Do your governing documents, or local, state law specify that Robert's Rules of Order must be followed? If not, RRO is meaningless regarding an association to be obligated to abide by it. Federal law doesn't require associations to abide by RRO.

1). When does your budget year begin, and end? Our calendar budget year runs from June to May. Our annual election is usually in February so the budget is reviewed constantly throughout the year but approved in May and takes effect in June. Do your gov. docs. state that the budget must be approved at the annual meeting?

2) Policies and Procedures are spelled out in your gov. docs. correct? They must always be followed. Why do you think they must be adopted?

3 & 4) The new Board doesn't have to follow bad past precedent of the old Board, or anything verbal that wasn't adopted formally by due process. If the new Board discovers something done not in accordance with good business judgement or not in accordance with the gov. docs., it is not restricted from doing what is proper.
Are you only looking back 3 months for decisions of the previous Board and making a determination that there was no bid, and no vote? You may have to look back further than 3 months to find record.

5) Has your association ever been audited. Is there an association CPA? If documentation is missing, as treasurer you and the Board need to establish a financial history. As treasurer and as owner/non-board member you have a right to review all association records, except something of private owner/sensitive information. Copies of tax returns, audits, budgets, and contracts are fair game. As a Board member and treasurer there should be nothing withheld. Are you the treasurer, or thinking about being the treasurer?

Officers serve at the pleasure of the Board. Officers can be removed by Board members. Director is another word, same meaning for a Board member. Directors, if elected by the owners, can only be removed by the owners. Unless your governing documents specify otherwise.

The bigger picture is not in passing out flyers, or being town crier of Board activities. You want something, ask for it. You think something needs to be accomplished, get it on the agenda and or make a motion for it to be done. If the other Board members won't provide it and you feel that strongly that you can't operate with out it, than demand you get it or resign.
SusanW1 (Michigan)
Posts: 5,202
Posted:
Good answers, G -

I was just too tired to answer all those issues myself

She has to do the research herself.

We both have told her what she must look for.

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