Proxies & Procedures Doing Board Elections Right

The candidates. The issues. The campaigns. Excitement and suspense are built into just about every election, including those of co-op and condo board members. In fact, those elections can stir even more emotion given the impact they may have on the daily lives of the residents casting the votes. Board member elections take place regularly and invite the participation of all who wish to help shape the future of the community in which they live. They present a chance each year for the voices of shareholders and unit owners to be heard.

“Under law, a building is required to hold an annual meeting to elect directors,” says Barry Mallin, principal of the law firm of Mallin & Cha, P.C., based in Manhattan. “Although not typical, it is permissible to elect directors with staggered terms of one to four years, as long as there is an annual meeting to elect directors of at least one class.”

This means, for example, that “instead of having all seven board members up for election at once, you would always have some sort of continuity on the board,” says Ronald A. Sher, founding partner of the law firm of Himmelfarb & Sher LLP, based in White Plains. One year, residents may elect four people for a two-year term and then the next year, elect three people for a two-year term, with the process alternating each year after that. This method ensures the presence of institutional memory as well as experience, potentially providing both continuity and more stability to the building or community.

Getting the Ducks in a Row

In order to make both residents and potential candidates aware that an election is on the horizon, the board is required to send out a notice of the annual meeting. “It must be sent no less than 10 days before and no more than 40 days in advance, pursuant to the specific provisions of the bylaws,” says Sher. “It must be a reasonable time period.”

The notice must be sent to all shareholders and unit owners and include information on the date, place and time of the meeting as well as the purpose, which in the case of an annual meeting will include the election of directors. The notice also must include a proxy form.

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Comments

  • Jack Leisenring, email: Sdynamics@aol.com on Sunday, November 02, 2014 12:50 PM
    Our condo has an owners meeting in a week. We will vote to fill two board positions for a 3 year term. One owner who wants to be a board member, has done proxy hoarding. In addition he had the proxies sent to him and not to the association. Next he altered the proxy to reflect, "I vote for (person's name) fora board position". As board president I want to de-certify these proxies. Can I legally do that?