VP of management company running for board

Wouldn't this be unethical and immoral? Oh, did I mention he is a homeowner in the community as well, related to the Management company.

Good guidance - thanks

I've had a similar experience and as a result VP resigned fron the board and kept his lawn maintenance contract. I'm also familiar with FL stuff, as Donna puts it. The criteria should be what is the best choice for the community.

Hal,

Keep in mind the fact that most laws dealing with conflict of interest are based upon monetary gain. So, legally speaking, there may not be a conflict of interest. The conflict is in "appearance" only. IMO, a wise board member would excuse himself from debate, discussion and voting; but legally he may not be required to do so.

JohnK3, unfortunately, most of the time voters have no idea and/or have never seen or met a PM or the owner of the company. It'd have to be fully disclosed at annual meeting.

Point taken. However, Hal is in Florida. In addition to gov. docs we have FL Statutes 720. So my advise to Hall would be cross-reference all. Again, the criteria should be what is in the best interest of the HOA and community.

Hal,

This is from Statutes 617 which is the "NOT FOR PROFIT CORP" law. You are filed under this, Condo, Hoa or Mobile Home assoc. Unless your governing documents say otherwise, this is the law.

"617.0832 Director conflicts of interest.--

(1) No contract or other transaction between a corporation and one or more of its directors or any other corporation, firm, association, or entity in which one or more of its directors are directors or officers or are financially interested shall be either void or voidable because of such relationship or interest, because such director or directors are present at the meeting of the board of directors or a committee thereof which authorizes, approves, or ratifies such contract or transaction, or because his or her or their votes are counted for such purpose, if:

(a) The fact of such relationship or interest is disclosed or known to the board of directors or committee which authorizes, approves, or ratifies the contract or transaction by a vote or consent sufficient for the purpose without counting the votes or consents of such interested directors;

(b) The fact of such relationship or interest is disclosed or known to the members entitled to vote on such contract or transaction, if any, and they authorize, approve, or ratify it by vote or written consent; or

(c) The contract or transaction is fair and reasonable as to the corporation at the time it is authorized by the board, a committee, or the members.

(2) Common or interested directors may be counted in determining the presence of a quorum at a meeting of the board of directors or a committee thereof which authorizes, approves, or ratifies such contract or transaction.

Thank you all. This is good stuff. By the way, I live in a single family development.

Why on earth would someone run for the Board if he/she cannot discuss and vote?

The safeguards do not stop an interested BOD party from discussing, promoting or even urging a contract be accepted. It only eliminates their vote. This is common practice; how adults handle these matters. Reread the language Donna posted. It protects all concerned, and keeps things transparent, above-board and reasonable. If the safeguards are followed, what's to complain about?

Nothing.

The quality of the mgmt company has been okay. There have been improvements in our community since we fired our last useless company. The person can be valuable but my concern is if a issue comes around affecting the mgmt company, since we only have 5 board members, and if he recuses himself from voting, how can we have a majority decision. Keep in mind he has not won yet but I am quite concerned if her does. Our finances/reserves have been questionable but we are starting to see some light at the end of the tunnel.

First, until the election, I wouldn't get overly concerned with the whole thing. But consider also that you may have better service should the VP become elected.

Here is why I think it could be that way:
In all my years of working I have never been at a place where the majority of people always did their best work. In fact, I have found that a large number of people do the minimum to stay out of trouble. And I don't know that I believe property managers would be a different breed.

Thus you may find that the manager assigned to your neighborhood starts being more diligent. After all, he/she will be servicing the boss' neighborhood. And if the board needs something that they might have to normally fight to get, suddenly it is no problem.

As an example, our manager just seems to fight giving us anything in a form that could be potentially manipulated. To be honest I find this very bothersome. Being a database reporting person, I want to put the inspection reports back into database form. Then I can quickly see numbers of infractions and watch for trends. Basically, I can tell a lot from playing with the files.

If the VP of the company were on the Board I suspect my request would be easily fulfilled.

Dana,

If a former dissenter/now supporter wishes to voice his contrary concerns, he's free to do so and same will be reported to Membership.

Nobody "has" to change votes. It's just the way it's sorted out until now.

And things have gone so well (knock wood) to the present, and as we, as most HOAs, have overwhelming Membership apathy, as long as things run well, we don't expect opposition any time soon. But if we did, our record would have to speak for itself, unity and all.

Susanna,

That's my line of thinking. If he has not been elected yet and the members are concerned about his dual role of BOD member and owner of a HOA geered business, I would not vote for him. I hope that there are others who are equally concerned so that they can vote to keep him off of the board. But maybe he is a good guy and will do a good job for the community. It would be a shame to lose some living, breathing person who is willing to take on this sometimes thankless job because of an unfounded fear.

Oh and John, I didn't mean to offend, if you indeed took it that way but your comment sort of made me feel uneasy due to my association's less than stellar past.

Okay everybody..............group hug.

My best,

Dana

Somehow I had a hunch you would be the first one in there with that Donna! If only we could clone you we would all have wonderful people living in our communities that were willing to get involved and be POSITIVE! What a wonderful thought.

D

FYI, this homeowner won and is now our HOA secretary. Our own attorney thought this was a very bad idea having the Vice President of our Mgmt Co and brother of our property manager serve on the Board. I think Governor Crist really needs to re-evaluate the state of HOAs.

Just going back to the OP. If I understand this correctly, the VP of the management company that represents the association wants to run for the board. He is a homeowner in the community and is otherwise qualified. Do I have that much right?

It seems to me there is nothing to prevent that. I don't see it as illegal, immoral, or unethical. His position with the management company should be made known to the homeowners, and they should determine on their own whether or not they want to elect him.

As for matters brought before the board, this individual should be able to discuss and vote on any issue, EXCEPT any matter involving the management company or on which he may have a personal interest not common to all the other board members. On those matters, the individual should recuse himself, not participate in discussion, and should abstain from voting. It might not be unreasonable to even ask that he leave the room during discussion or when the vote is taken.