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January 8, 2007

Should We Do Away With Board Elections By Making Every Owner a Board Member?

Here is another in the stream of questions sent to me about elections and how circumstances make board elections especially difficult.

"I am a member of a small association [under 20] units. We have very little common area - no pool or clubhouse or any recreation facilities. There are few decisions to make and we have a totally apathetic group of members. With the new mandated elections nightmare we are going to have to spend even more of our dues on yet another pile of useless bureaucratic paperwork. Is possible to amend the governing docs to make every lot owner a director and do away with director elections? Wouldn’t this also limit director liability since every owner is a director?"

It is possible to amend the documents (with membership approval) to make all of the members board members. But do not assume that means your problems would end there. There are things to consider. Many associations are having difficulties with elections. Lots of people are looking for solutions.

I have worked with many very small associations and in many cases they act as if everyone is a board member and discuss all decisions with the group before any actions are taken. Sometimes the documents say every owner is a board member, and some documents do not provide at all for a board or even for an association. The various scenarios have their pros and cons. As to situations where all owners serve on the board, or all decisions are subjected to owner discussion and decision making processes, these are some of the pros and cons based on my own experience:

PROS
* Having all members serve on the board would eliminate board elections and the need for the complicated new system to choose the directors.
* Having all members serve would preclude complaints that any member was being kept from running for the Board.
* Perhaps more members would get involved if their opinions and choices on decisions that would normally be made by the Board carried equal weight with all other members.

CONS
* In any situation involving enforcement of rules or regulations against a neighbor, there would be no buffer at all between leadership and perpetrator.
* Some owners would have great difficulty "leading or enforcing" against their peers or neighbors.
* The more board members there are, the higher the quorum (number that needs to be present to make decisions for the association) generally is and as interest wanes, it becomes harder and harder to get enough people present to vote on the necessary action matters.

I find that generally the larger the Board is, the more cumbersome decision-making becomes. So considering proposing an amendment to the members to change the board makeup, to avoid having to follow the double envelope mail balloting system, could have unintended consequences. It might make things more difficult.

If you read the blogs and articles on my website (http://www.californiacondoguru.com), you will see that I have provided commentary on possible options when members are so apathetic as to not be willing to run for the Board or to vote in elections. But to get members to serve or to vote, going door to door or using the phone, or documenting efforts and using the acclamation or appointment resolutions seems more palatable than bringing the apathetic owners into the fold of board service.

Posted by Beth Grimm at January 8, 2007 8:38 PM