We Meet Again Differences Between Shareholder and Board Meetings

Of all the goings-on in the thousands of co-op and condo buildings in New York City, perhaps none inspires more questions and confusion than board and shareholders' meetings. How often must meetings be held? What gets decided at meetings? Who's invited to participate? What kinds of records must be kept of meetings?

As it turns out, despite the fact that every building in the city is a little different, there are in fact some standard procedures and legal requirements that govern when and how building boards and residents should meet to touch base and make decisions about their home. Like any corporation, co-ops and condos need to hold periodic meetings to make business decisions, approve budgets, elect officers, and create communities. At these meetings they may assess the current state, past occurrences, and any possible future goals for their building. Typically, these meetings are one of two kinds: the annual shareholders' meeting and the more frequent co-op board meetings. Let's first take a look at the annual shareholders' meeting

The Shareholders' Meeting

The annual meeting, as the name suggests, must be called every year according to co-op bylaws. This meeting is never open to the public: Attendance is typically limited to shareholders, their spouses, and holders of proxy.

According to Stanley Dreyer, partner at the law firm of Gallet Dreyer & Berkey, LLP in Manhattan, before the annual meeting is held, a notice of meeting must be mailed (using first-class postage), no less than ten days and no more than 40 to 50 days before the scheduled day. This mailing should be backed up by affidavit of service by mail. Dreyer advises that you be sure to get a bulk-mailing receipt from the post office as proof that the notice was sent.

You should have a printout of all the shareholders to whom the notice of meeting was mailed. It's helpful to attach this printout to the affidavit confirming that the shareholders were sent the notice of meeting. It's also important to keep these documents, as they're the first order of business at the annual meeting, says Dreyer. This notice and proof of service are presented to attendees at the opening of the meeting.


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  • If the by laws state the annual meeting is take place the 2nd week of a particular month, can the Board of Directors change that date? Much Thanks, Carol