I manage several buildings on second avenue, between 62 and 96 streets. I am using REAP, who came highly reccomended, but I have not any prior experience with them. The reports they did for my building were extremely detailed and we even are using it for identifying and budgeting capital improvements and future repairs. The cost was fairly inexpensive and worth the investment.
I got this from thier website "Without us, you may end up spending years in court chasing financial remuneration for damages that you cannot prove were not existing, or did not happen from other circumstances." - REAPConsultingllc.com - I know first hand this to be true. Do it.

PLEASE do not say this Q has been addressed before - fresh start needed. also I think there is no C of O for the space in question.

There is something called plan of conversion or blue book that provides a description of the building facilites, storage areas or dead space and the spaces with assigned shares. The corporation is the owner of the building. The sponsor only own unsold shares of apartments. If there is any special provision to keep certain areas of the builidng (which I certainly doubt) the plan of conversion and documents contained in it should have the information spelled out. If no such provision exists, the co-op is well to reclaim its space through maangement and ultimately through the co-op counsel if necessary.

Rumors has it... it's not good enough! Finally, some of the enclosed spaces may not be habitable and could not be used as recreation or expansion of a unit for lack of adequate ventilation. So, even if the co-op were to dream a recreation room, it would have to consult the code to ascertain that can be used as such.

AdC

Thank you AdC for your clear response. We have similar situation
Miriam

thanks aDc!
facts: the area in question has severl windows inc two on street level.
in the offering plan it states: " the sponsor is expressely reserving to itself or designee, the right to alter or rehab said basement apartment as well as the right to create one or more basement apts..." then: the sponsor may alter such wtihtout permission from the coop plus , once done, he may be present a letter from a brokerage firm stating how many shares are to be issued for said apt. - it then goes on to say there are unissued shares of the corp. which will then be issued to this space.

Note: something seems not right here.

Conversion plans give certain rights to the sponsor that cannot be taken away by the corporation. In your case, your building has a space that does not have shares nor pays rent, but was retained by the sponsor because the space has value but was never improved, a C of O may be obtained if improved, shares may be assigned without the co-op opposition and sold without the corporation's blessings or being able to voice an objection.

Obviously, the corporation may enter into negotiations with the sponsor so that it may purchase the currently unimporved space for the benefit of its shareholders. If this is your wish, then the co-op should approach the sponsor and work out a deal. Speak with the co-op counsel and let him/her start the ball rolling.

For example: our co-op had commercial space that was retained by the sponsor and later sold to the co-op. Later on, one of the many boards converted the offices to commercial space with assigned shares.

This is why I directed you to consult the bible of the co-op relating to what belongs to the co-op: the conversion plan and its amendments.

AdC

Just to echo in support...
I have a coop where the sponsor retained basement space as commercial and maintains control of this space. (I happen to be the manager for the sponsor in this particular case). But if this is the case, it would be clearly outlined in the offering plan.


AR

Thank you for your posting but Something does not sound right to me. It may well be theat the coop has a good claim on the space in question.

1) The Sponsor has never had shares issued for this space, never paid a cent of mntnce nor taxes for it -

2) PLUS, techinacally there was one other "apt" in the basement (with on old kitchen, etc) and the coop has "leased" this from him for storage for no charge. IE there has been an acknowlegement fromt he sponsor that the first apt was THE apt. The offering plan only mentions he has claim to "one apt" in the basement plus "additional space" (which is incredibly vague.)

any lawyers out there?? BP?

Big Al: I'm not a lawyer but I think you need one on your basement space issue. It sounds rather involved. You need a professional to read your plan carefully and interpret it for you. If your coop doesn't have a lawyer, "retain" one to resolve this. Anyone out there able to give Big Al a referral for a good coop lawyer?

One thing that struck me odd was that you said the sponsor has the right to have a brokerage firm determine how many shares could be assigned to the basement space. As I said, I'm not a lawyer but since when can a brokerage firm do this in and of itself? Big Al, you need a lawyer.

did you read the quote in the posting from the 'offering plan'? It appears, not yet. please get fully informed before you spout an answer out. you have to keep up with BP now!

Mr. Big Al. Apparently you forgot the fact that you posted "the facts"as a rsponse to "my spouting"of the answer. Just look at the day and times and the indentation to understand that!

Finally, I do not compete nor I care to compete. This is a forum to give ideas. In fact, many of the questions may be easily answered by referring people to the basic documents of the co-op, and asking your co-op counsel when in doubt in spite of the money it may charge you. After all, when you are a board member you are not paid, but you are expected to discharge your duty by exercising your fiduciary responsibility, and your ability to act with justice, obsjectively and compationately at times.

This is the last one for you!!!

AdC

I think both of your are right. But they might be some misunderstanding here. However, there is only one "Coop" managing agent. The Sponsor reserves the right to self manage his units or hire a management company to manage them for him. The coop managing agent manages all the cooperatives apartments including the sponsors regarding business of the cooperative. The duties do not usually overlap. This website serves everyone best by staying positive, not everyone is going to have the right answers all the time. I monitor this site daily and for the most part remain silent. As property managing is very dynamic all information offered by most that frequent this site should be well received and feedback should always be constructive. The bottom line is no one comments here should be anyone’s bible in managing their complex, take what information is useful, do your homework, and appreciate offered help regardless if you feel it is not necessarily entirely correct.

Best Regards,

RH

IN your case, I would speak with the co-op counsel who would be modifying the C of O if necessary. A doctor's office may be interpreted as a dentist (d.d.s) or a psychologist as well.

However, since you wish to make the use of the offices as open as possible, it may be called professional (for accountants, financial advisors or anyone who holds a license to do business) or just plain commercial.

Good luck!

AdC

(1) The co-op as owner of the property is liable. It's your duty to ascertain that the A/C is appropriately installed so that it does not fall and hit anyone. Therefore, you must ensure that the contractor hired by a shareholder is reputable and has appropriate certificates of liability.

(2) Always go for the highest standard no matter what, even when one does not exist. This is what is called corporate stewardship.

AdC

(1) The co-op as owner of the property is liable. It's your duty to ascertain that the A/C is appropriately installed so that it does not fall and hit anyone. Therefore, you must ensure that the contractor hired by a shareholder is reputable, KNOWS AND DOES THE INSTALLATION ACCORDING TO THE CODE and has appropriate certificates of liability.

BP you out there?

I'm out here, Big Al. I'm not sure of the law but I think the same precautions and liabilities should apply for a/c's in non-street facing windows - anyplace people might be below. We have a rear yard where the super keeps big items for bulk pickup and bldg materials so he's often out there. We also have side walkways that movers, contractors, etc. use to enter the rear of the bldg with furniture, heavy equipment, etc. They're outdoor paths that separate us from bldgs next to us and windows with a/c's are on those sides. Anyone on any side of the bldg could be hit if an a/c fell out a window. Even if the law only specifies windows that face the street, good judgment should dictate that proper care be taken on whatever side of the bldg has a/c's or other projection that could injure people below.

in attempting to ascertain the truth to this bracket thing - it appears there may actually not be any such law - that, in fact , the code states an AC may not extend more than ten inches from the property line of a building. I am still working on this one so hod on for full facts:

§[C26-407.5] 27-311 Permission revocable. - Any
permission, expressed or implied, permitting the
construction of projections within the area of the street
under the provisions of this subchapter shall be
revocable by the council or the board of estimate,
except footings as permitted under subdivision (a) of
section 27-314 of article nine of this subchapter.
§[C26-407.6] 27-312 Existing projections. - Any part
2) ARCHITECTURAL DETAILS. - Details such as
cornices,.... air conditioning units, and other similar
elements may be constructed to project not more than
four inches beyond the street line when less than ten
feet above the ground or sidewalk level, and not more
than ten inches beyond the street line when more than
ten feet above the ground or sidewalk level.

(1) This link provides NYCDOB “Tips” on window AC installations, http://www.nyc.gov/html/dob/downloads/pdf/ac_tips.pdf , NOTE: it states that “a work permit or equipment use permit is generally not required for the installation of a common window A/C unit, unless the unit exceeds three tons/36,000 BTU/hr. See section 27-184 (a) of the Building Code (found online under the Reference Materials link at www.NYC.gov/buildings) for more details.” Further, it includes “make sure the unit is installed securely. Support the A/C unit from underneath or firmly fasten it from inside with angles. Metal brackets, mounting rails, etc. may be used for a safe installation.”
(2) If the building’s height requires Local Law 11/98 Inspections, http://www.nyc.gov/html/dob/downloads/pdf/locallaw_1998_package.pdf , { excerpted: “(3) Report requirements.(i) The professional shall …..a written report….. clearly documenting all conditions not classified as safe …. (ii) The report shall include: …..(G) all conditions including …., and the deleterious effect of exterior appurtenances, including ….. window air conditioners, flower boxes, etc. The report shall classify each such condition as safe, unsafe or safe…..”}.
(3) In my experience, most, not all, LL 11/98 filing engineers consider window a/c brackets to be an integral part of considering the unit safe; without a properly secured bracket, they do not. LL 11/98 covers all facades, street AND none street elevations. Where prudence mattered, client-boards adopted a house rule (and alteration agreement addendum), in accordance with the NYCDOB Tips, above. (T1)

can anyone out there please help me???

i have been in my co-op for 2 years now and have experienced nothing but heartache.
i have been complaining about mold for 2 years now around my air conditioner and have not gotten anyone to come look at until last week. when someone did come take a look at courtesy of the board,not only did they not fix the mold but they said it was because of my airconditioner sleeve. they took out my air conditioner changed the sleeve and left my air conditioner sitting on the floor. they refused to put it back in. they said the board told them not to put it back in. THEY NEVER TOLD ME THIS UPON THEM COMING IN AT ALL. HE TOLD ME HE WOULD PUT IT BACK IMMEDIATELY. they have also complained that i am using a 220 volt amp to run my air conditioner which was allready established before i moved in and one that they have seen during 3 inspections they have done. They are abusing thier power in order for their electrician and air conditioner people to get paid.
CAN SOMEONE HELP ME!!!!

Folks,

1. Do you have a certified licensed engineer to write the specifications?
2. What is the rating of the window in terms of wind speed penetration and PSI force?
3. I am not promoting Traco, but this URL provides an ample number of “definitions”.
4. Do search some more definitions via the Internet.
5. And, do note that all windows are not created equal.



1. In our 500 unit NJ co-op, we picked windows with a reasonably “high” resistance to wind penetration.
2. We replace only 15% of the windows each year so that we can be absolutely satisfied with the installer and the windows. If you replace all the windows, you may face issues that are insurmountable. Neighboring buildings have encountered just such a problem.
3. Scheduling is easier with smaller batches.
4. If there is a product defect as occurred with us a year ago, we needed to delay the window program. With a smaller batch it was far easier than rescheduling the entire building.
5. And with smaller batches we need not row” and thus use our capital reserve fund and our yearly assessments.
6. We do not have a punch list as our “outside engineer” certifies each installation before the workers depart the apartment.

Newbie - I don't know the name Gamco. We have double-hung tilt-out white windows - the standard type many bldgs have. If this is the style you're considering, $3-4K per unit is way too high. $898 per unit is about right. For 2 windows per unit, that's $1500 v. $450 per window.

Our owners use various vendors and typically pay $400-450 per window. A few who hired high-priced architects to do renovations paid much more. Their windows may be a little better quality but look the same as the others in the bldg. Those owners paid for "name" more than anything else.

Two vendors our owners use are very reliable, do good work, etc. If you want, I'll give you their names/numbers. They naturally can provide many other window styles as well as the standard tilt-out type.

Thanks, BP. I would appreciate the names of the window replacement vendors you mentioned. By the way, the Gamco window estimate was $898 for the total of two window per unit. The windows are about 52 wide and 35 high. Actually, Pella came in at $4400 -- had them give an estimate to see what the high end would be like, then, two other vendors came in 3-4K for Crystal windows.
Thanks again,
BN

Newbie - Your windows aren't the standard size ours are so I don't know what the price might be, but the two vendors some of our owners used are both reliable and do good work. One is Shapiro & James Mirror and Glass (ask for Terry, I think he's still there) at 718-292-3000. Their prices are higher but our owners had only good things to say about them. The other is FSFL Enterprises (ask for Virginia) at 718-461-1291. This is a smaller company but I was told they are very pleasant to work with and have good prices.

Good luck --

I have replaced many windows, in many buildings... Crystal windows, who you mention should run you about 4-500 per window, Unless you are putting in tilt/turn picture windows, this is the right price, your other quote is way too high.
I use Larsen Windows - 718-492-4998 - Glenn Larsen, they can provide many samples and different windows in that range.
All windows are not equal, but they all do have special ratings and certifications, this is what you compare... forget whart the salesman says.
Good luck
AR

As AR says, not all windows are created equal by way of ratings. Depending on the height of the building, and location re wind, etc. you may use HC-40 as a minimum. If you are a garden apartment complex you may use vinyl windows. If windows are too wide ( > 42 inches) and you are going for double hung windows, you should equip the lower sash with ultralift balances, which may add to the cost of the window $55+. The window size may be more appropriate for a slider. Is this what you have now?

AdC

Yes, ADC, we have sliders now, which were installed when building was rehabbed and converted in 1986. In several units there is a heat deficiency which could be linked to the degradation of the windows and gas over time. Or we may need to add more baseboard heating to the existing units. Our thinking is that we should try to retain the heat by replacing worst-case windows and see if there is an increase in temperatures in cold units. We should probably hire an engineer to consult with us on solving the problem but some Board members don't want to pay the cost for an engineer. Any thoughts on this? Thanks, BN

Maxx was our managing agent for 7 years. Once they took over, they really got our building into shape. The property manager worked closely w/ our super (who complained a lot but he needed a babysitter), and the account executive assigned to our property always replied to questions or problems from board members and residents promptly. We'd still be with them if it wasn't for their new $25K minimum management fee (nearly 40% increase over what we were paying).

We used JRD several years ago. We fired them after less than a year. We went through three property managers in that time. One of them took far too many liberties running the building (without consulting the board). We lost a lawsuit in part -- but maybe only a quarter part; there were other issues -- because of this person.

After hiring a new mgt co, we didn't get all of our records back.

There were no financial irregularities, however, and I can't imagine that the same property mgr still works for Maxx.

If it's a new company, it may be just fine. As I mentioned, this example is from several years ago.

any bad experiences with Century?

so, tell us, what is yrou real problem with this bill (and dont say that it open up boards to lawsuits because that is a cheap answer) - you do not like being held accountable? what is your real issue? I think it is a long overdue bill. why shouuldn't people be told why they have been turned down? in reality there can only be one legitimate reason, which is financial. this rule eliminated personal agendas form board members - it is a good thing.

it is such a good idea, i am calling my rep. now:

Home
Coop Disclosure Law Intro 119
Submitted by Bernadette E. on Mon, 02/27/2006 - 12:00pm.
We recently collected your feedback on the Fair and Prompt Coop Disclosure Act, resolution 119 in the City Council. The resolution, reintroduced by Council Member Monserrate, would require coops to put their cards on the table when they turn someone down. The bill that has had almost unanimous support in the Council's Black, Latino, and Asian Caucus. DFNYC members were overwhelmingly in favor of supporting Intro 119.

There are more than 300,000 coop units in the city, slightly more than half outside of Manhattan. An article from yesterday's Real Estate Section illustrates the fact that the problem of non-disclosure effects all socioeconomic segments of the coop market (I've attached a PDF of the article along with the bill's fact sheet).

While not every instance of non-disclosure represents an instance of unlawful discrimination, the fact that coops have not had to explain their reasons has made fighting discrimination in coop transfers much more difficult than it ought to be. The bill only requires that reason be set forth in writing (a) timely and (b) with specificity. If the coop has done that, the coop has complied.

Right now, consumers have more rights to fight out why they have been turned down for a department store credit card, than they do for a home that they, the seller, the brokers, and a bank all thought they were qualified for.

TAKE ACTION: The Anti-Distrimination Center of Metro New York has asked that we call our Council Members and ask them to co-sponsor this bill. Find you council member at our Contact Your Representative page.

Include your name, address, and phone number whenever you contact your representative and tell them you are a member of Democracy for NYC.

If your council member has already co-sponsored the resolution, it’s nice to thank them. View a list of current co-sponsors.

Read the legislation.

Attachment Size
Intro199FactSheet.pdf 107.12 KB

Hi, Larry,

Please see the earlier series of posts on this question, a few entries down.

Yes, co-ops should aim to defeat the bill.

Not because we love discrimination and want to protect our smoke-filled back-rooms.

But because:

- laws already exist to outlaw discrimination against the protected classes. The state a.g. prosecutes these complaints.

- bill 119 gives real estate agents, of all people, the right to sue when their clients are turned down (in addition to the applicants). Why real estate agents?

- by putting their reasons to deny an application to someone in writing, boards open themselves up to lawsuits. If you don't believe me, just imagine a really aggressive attorney reading over that letter.

- if New York State corporate law should be changed, change the law! Don't try to write laws around it.

- the bill limits co-op rights and adds billable hours to law firms.

- any denial letter will be written so vaguely and blandly that no one will know what the real issues were.

- if a board wants to deny an applicant because of her race/religion/disability/sexual orientation, they will still do so ... they just won't say so!

I say, let's let the existing laws work before larding the books with more laws.

Steve

Isnt the "beauty" of a co-op that you collectively get to choose who you want as your neighbors.

Admittedly, discrimination has no place in the decision.

Although one must recognize that some boards may be discriminatory, there are already laws and statutes which govern this and make it illegal. These boards, one must believe, can and will be held accountable for their discriminatory ways.

This may be idealistic....but to pass a bill requiring boards to announce any reason they rejected an applicant seems absolutely ridiculous.

Any council member who votes in favor of this should be voted out of office just as quickly as any board member who is uncovered to have acted with discrimiation as his motive.

This should be the message.

You are correct. This law only will make co-ops spend more money. We will be brought to court for no reason or any reason. You then have to notify your insurance company, your lawyer.

We went thru this found not guilty, cost us $3000. to defend. The accusing party only had to make the complaint..

By the way they also name the Board of Directors in the action.

Hi, David,

I agree that the bill is ridiculous, but I'm not so certain it's doomed to failure. There's plenty of support for it on the council, and among the people of NYC too. After all, ask anyone if they're for or against discrimination, and you know the answer.

My neighborhood has a group of owners (coops, condos) who are drafting a letter in opposition to 119 to send to our city council member and Christine Quinn.

Please write your city council member and send a copy to Speaker Quinn (she's on our side). You can find your council member's contact info at www.nyc.gov (look on the left, under "Elected Officials," and click on "City Council").

Get active! Encourage your neighbors and board to make a difference!

Does anyone know how many discrimination complaints against co-ops have been made under existing (state) law? If not, any ideas how to find out?

I'm wondering how big a problem this really is. Certainly, for the applicant who has been discriminated against, it's devasting. But is there a real epidemic of co-op discrimination? How many boards have been sued by the Attorney General's office?

(And even if there is a problem, is the best way to address it to have another jurisdiction enact a law that duplicates one already in effect?)

Lawyers, please help!

Steve,

In NYC it is open season against coops. All a person has to do is file a discrimination claim against the co-op and the board and you have to defend it. That means your insurance , your lawyer.

If the court finds that there is no merit to the case,you win but you pay your attorney and the deductible for your insurance. The person making the claim pays nothing.
So you win and lose at the same time.

Having to explain why you rejected a person makes for another reason to be brought to court.We have enough laws about discrimination without adding fuel to the fire.

I totally agree, Larry.

Most people don't realize that already there are laws on the books against discrimination and that they are not only used, they are used sucessfully.

Our managing agent told our board a story as a warning not to take notes: A couple applies to buy. They're interviewed; one is Caucasian, the other is African-American. The board denies the purchase (for, we assume, a perfectly legal reason). The couple sues. The board members' notes from the meeting are subpoened. Turns out one board member wrote "mixed race."

Case didn't even go to trial -- the co-op had no choice but to concede.

Now, perhaps the person who made the note was bigoted. But maybe the note was just to help remember the couple, nothing more.

My point is that co-ops already have to meet legal standards that prohibit discrimination, and they don't always come down on the right side of the law.

As I mentioned in an earlier post, I'm part of a neighborhood group of co-op & condo owners who are drafting a letter in opposition to the bill that we will send to our city councilmember. Please consider doing the same!

Steve: My guess is, discrimination complaints against coops under current law aren't overwhelming because there's no law that lets buyers (and real estate agents) make coops such an easy target to shoot at. That's what proposed Bill 119 calling for written reasons for rejection would do.

As Larry said, it's open season against coops. There are valid discrimination cases in many arenas, but people yell about civil rights at the drop of a hat. If all it takes is filing a form to claim coop discrimination, the AG's office will be inundated, esp since a buyer or agent won't have to waste his time, energy or money to pursue the matter.

I don't care how many complaints against coops have been made. I care about: 1) the can of worms opened if buyers or agents have free reign on this, 2) the time and energy that boards/management will have to spend on frivolous/unfounded claims, and 3) the legal fees coops will incur for their attorneys to handle these issues.

Presumably, the AG's office would investigate thoroughly and be discerning enough to know what complaints may be valid. But if you think the courts are bogged down now, imagine how the dockets will fill up if complaints against coops for discrimination against buyers start pouring in.

I totally agree, BP.

My co-op is part of a neighborhood group of owners (mostly residents of co-ops and condos) and we're drafting a letter in opposition to this bill that we will send to our representatives in city hall.

Please consider doing the same!

Steve - My coop is also getting our shareholders to sign a letter or petition opposing Bill 119.

To all here - The City Council will pass or reject this bill, so the best person to send letters/petitions to is your district councilman or councilwoman. If you don't know his/her name and office address, go to www.nyc.gov. On the left under "Elected Officials" click on "City Council" and there you can get the info you need.

BP is right -- write your city council member! Get your neighbors to join in, either as co-signers or in writing their own letter. Send a copy to the council speaker, Christine Quinn, who is on our side. She's blocking the bill from consideration, but faces lots of opposition. She could use our support.

Emial has changed the checks and balances in the mananegement relationship. Mananegent can no longer ignor our complaints... because of the Email trail.

Is there an Email address that we can all send our objection to this bill.

Go to:

www.nyc.gov

On the left, under "Elected Officials," click "City Council."

On the right, under "Quick Links," click "Find My Council Member."

You'll then enter your address and borough. When your council member's page comes up, click his/her e-mail address.

It would seem to me that without ANY reason given, there is no way most people could sue, or that they would even be privy to why they were denied.(what an IDEAL world) Unless someone on the board would put their own building at risk by opening their mouth. I have seen boards bend backwards to look the otherway at things that you would normally be denied for, for the "right" type of potential new neighbor, and then decline someone with a much stronger postion, who just wasn't a good "fit".

Certainly it's not easy. But co-ops do, in fact, lose discrimination lawsuits in State Court. The attorney general prosecutes such cases; anyone who believes she has been the victim of discrimination needs to contact Cuomo's office, where the staff will walk her through the process of filing a complaint. She will not need an attorney or to spend her own money.

Current laws aside, do you think that it's going to be easier to sue if a board puts in writing that a buyer's finances aren't up to par?

Even if that's the case, a lawyer will still have to convince a judge/jury that discrimination took place INDEPENDENT OF the financial issue.

Anyone expecting a co-op board to write, "We denied your application because you use a wheelchair" or "we don't like teenagers" is going to be disappointed. Even if boards do discriminate -- I agree that we're not in an ideal world -- they will come up with a thoroughly legal reason to turn the buyer(s) down.

REBNY & CCNYC CONTENT FORWARDED:
Discrimination is prohibited in Board admissions procedures. Each Board’s application process must comply with the following laws: The Federal Fair Housing Act, The Civil Rights Act, The New York State and New York City Human Rights Laws, Protected Categories: There are currently fourteen protected categories under which claims can be brought against a New York City cooperative either in the courts or before a city, state or federal administrative body if a prospective purchaser believes that a rejection was due to discrimination because of their: Age, Disability, Partnership Status, Alien Status Gender(including gender identity), Race, Children(or childless state), Lawful Occupation, Religion, Country of National Origin, Marital Status, Sexual Orientation, Creed, Military Status. It is unlawful to discriminate or refuse to sell or rent to a person based on any of the above named 14 categories. These categories cannot be referred to in any advertisement offering or seeking property for sale or rental. These laws prohibit the representation to any person that a dwelling is not available for inspection, sale, or rental, when the dwelling is in fact available. It is also prohibited to make any representations in connection with the purchase, sale, or rental of any property, that there will or may be physical deterioration of dwellings in the area, and regarding changes that have occurred or may occur in the racial or religious composition of a neighborhood. To protect itself from unfounded claims of discrimination, it is important for a Board to develop a carefully conceived policy and clearly stated procedures in the handling of applications. Historically, the right of the Board of Directors of a cooperative to allow or withhold consent from a sale, for any reason, other than the above cited classes, or for no reason, has been recognized and protected by the courts. Members of a cooperative corporation have the right to decide for themselves with whom they would like to share their community.

TO: REAL ESTATE BOARD OF NEW YORK - Residential Management Council
Re: Intro. 119 of 2006, the Fair and Prompt Coop Disclosure Law
..........the City Council is again taking up the Fair and Prompt Coop Disclosure Bill (Intro 119/06) which would require a cooperative to specifically state its reasons for rejecting a purchaser within 5 days of making such decision. The bill states, “This requirement includes identifying: each element of the purchaser’s application which was found … to be deficient, any specific ways that the application failed to meet any specific policies, standards, or requirements of the cooperative corporation, and the source of any negative information relied upon by the cooperative corporation in connection with any of its reasons for withholding consent.

The statement must be calculated to enable a prospective purchaser to take specific steps to remedy any specific deficiencies in that prospective purchaser’s application.” Board members must certify that the statement includes all of their reasons for the rejection and imposes serious monetary penalties on the cooperative for failure to provide such a statement.

REBNY has strongly opposed this legislation in the past on numerous grounds:

• First and foremost, there are substantial protections in existing Federal, State and City laws against discrimination of fourteen protected classes of individuals. A complaint under these laws will result in an exhaustive investigation during which the coop will essentially have to prove it did not discriminate.

• It will only result in increased litigation.

• It undercuts the legitimate and well established rights of cooperatives to set standards for buyers.

• It will delay transactions, and could easily keep units where complaints have been made off the market for months or years while the complaint is being resolved.

RMC members are urged to recommend that their clients contact their City Council member to oppose this bill. It is being pushed very hard by the sponsors and it is essential that Council members hear the other side. A sample letter for coop boards is attached and will be on our web site. Coop boards can easily find their council member and contact information at the website:
http://www.nyccouncil.info/constituent/index.cfm.

A copy of the bill can also be found at:
http://webdocs.nyccouncil.info/textfiles/Int01192006.htm?CFID=991187&CFTOKEN=52384671.

FORM*******************************


Dear ,

As a (board member or officer) of (address), a (#) unit cooperative in your district, I am writing to ask that you oppose Int. No. 119 of 2006 which is before the City Council. If passed, this legislation would require cooperative boards to state their reasons for denying approval to a potential buyer, with each board member certifying a stated reason for rejection within 10 days of the board’s decision. While that may sound like a good idea, it will have extremely negative impacts on cooperative buildings without increasing potential purchasers’ rights.

As you are aware, New York City cooperatives are a highly popular form of home ownership in our city. More than 332,000 households own shares in a cooperative corporation which holds title to the residential building. The corporation is governed by a board of directors, which like any corporate board, has substantial fiduciary and legal responsibilities to their shareholders. Recent court decisions have uniformly upheld the board’s right to make decisions on governing the corporation in privacy, applying the business judgment rule which prohibits judicial inquiry into actions of corporate directors taken in good faith and in the lawful and legitimate conduct of the corporation’s affairs.

Int. No. 119 of 2006 will drastically restrict the rights of co-op board members, shareholders and property managers. It will also significantly delay transactions which will hurt the coop market as a whole. More important, it will substantially increase litigation in the marketplace, and make it difficult for coops to recruit qualified shareholders to volunteer their time to be a part of a co-op board.

Any discrimination by board members is expressly forbidden in City, State and Federal law. Currently, under the City Human Rights Law, the New York State Civil Rights Law, and the Federal Fair Housing Act, cooperative boards are prohibited from discriminating against a potential buyer on the basis of race, color, national origin, religion, sex, familial status, military status, sexual orientation, age pregnancy, or disability. There are remedies within each of these statues for a party who believes he has been discriminated against. The legislation does not add to these protections – that are already in place.

I urge you not to pass this legislation into local law.
Sincerely yours,

(T2)

Thank you, Thomas!

Excellent points that fill in many of the gaps we were trying to address.

Others: Read Thomas's post and cut & paste his suggested letter into your own document to mail to your city council member. Remember to cc it to Speaker Christine Quinn.

Unless you have a open meeting with everyone there. Boards will find a way to discriminate.You are asking to keep a secret process.That does and will discriminate

Last year our SH meeting was three months late, due to the fact that the financials were not finished. This year, there are no financials but the board is going through with the meeting. Which, since the financials are the main intrest -- is a waste of time. Its in our bylaws that the financials have to be completed by the May meeting. And most SH, instead of blindly moving foward, would prefer to wait...

Does anyone know if its legal to hold a shareholders meeting without the financials?

Alice, if your P.L. or by-laws state that you must have the financials done by a certain date, and that the annual meeting must take place on a date after that, you don't need to postpone the annual meeting until the financials are done.

However, if your P.L. or by-laws state that the financials must be done before the annual meeting, then you're probably out of luck.

Either way, please check with your co-op attorney (I'm not a lawyer -- just guessing here).

Steve

ba: Coops must hold annual meetings. If your board won't do it, ask your attorney what to do. If he's no help, you can request a "special meeting of shareholders". It's Article II of most coops' by-laws. Any shareholder can make such a request. It must be submitted in a letter (send certified, return receipt) to the board secretary and must include a petition signed by shareholders holding at least 25% of all outstanding shares (25% of shares, not the shareholders). If this is done the board must schedule a "special meeting" and send notice of it to all shareholders not less than 10 or more than 40 days before the meeting.

Important: Per by-laws, ONLY business stated in the notice to shareholders can be transacted at a "special meeting" - nothing else, unless ALL coop shares are present at this meeting in person or by proxy.

So if you want this meeting to, in effect, be your annual meeting, you better make that clear in the letter you send with a petition. Say something like: "I and the signers of the enclosed petition representing holders of at least 25% of all the coop's outstanding shares hereby request that a special meeting be held, at which all business transacted reflect all that which would be transacted at a 2007 annual meeting which has not been scheduled as required." Check the wording of your letter with your attorney and also ask in the letter that the board reply promptly to this request.

The annual meeting and annual report don't have to be tied together. Otherwise, your BL would specify it. Obviously, it's good to know that there was closure from the outgoing board and a report was rendered from the previous year's operations.

Finally, the annual meeting is prescribed to take place (under our BL) to take place a certain week in May, but reality is that at one time it was pushed until October. Approx. 4 years ago, we try to schedule it immediately after the release of the annual report.

Reasons for delays in the annual meeting:

1. Scheduling conflicts: if you invite your co-op counsel and independent accountant as well as your management, there will always be difficulties in trying to come to a day in the calendar in May or June. REASON: These people are also hired by other co-ops and guess what??? To this you add the board schedule and the scheduling process becomes FRUSTRATING at least if you do the coordination.

2. There are times in which the annual report is delayed because your accountant has its own internal problems -- staffing issues, etc and does not get in time to release your audited statement until late April or May.

3. Finally, since the annual meeting takes place 5-7 months into the new year, the annual report loses to a great degree its relevance. Don't get me wrong; as a fresh piece of reporting is like reading the NYTimes that you got 3 weeks ago while you where on an extended European tour: you may save your favorite sections, but the current content you may are not bound to pay too much attention.

This is why I advocate for boards to publish more updated income statements (at least on a quarterly basis) with a "disclaimer statement" regarding the fact that the figures are unaudited, subject to change due to reclassifing of expenses, etc. This would add transparency and when the time of the annual report comes, you do not only discuss "old" info, but new one according to the current operations to add more relevance to your annual meeting.


AdC

I agree with AdC re: the annual report with one exception. He's for publishing a financial report for owners at least quarterly with a "disclaimer" that it's unaudited, etc. I know boards at coops who told me they wish they'd never done this. I'm just noting here what they told me...

-- Owners only know what they see. It's hard to re-program their thinking if a figure in a quarterly report jumps out at them in a negative way then you try to explain it was reclassified into several categories. It may reflect very reasonable annual expense for each category but this isn't what owners remember seeing. It's like getting a new boiler with state-of-the-art sensors/monitors. Owners don't see that. All they care about is having heat when it's cold.

-- One coop distributed the monthly report (that the board usually gets) to save accounting the trouble of preparing reports just for owners. It prompted many calls/questions. Unfortunately too, whoever put together the first mailing to owners included the "owner ledger" pages so everyone saw all the maintenance amounts, who was late in payment, etc. This caused an uproar. It was an "accident" at one coop - but maybe it could happen at any coop?

-- Another coop said many owners don't read (or understand) the annual report and those who question or complain about expenses are few and usually the same ones every time. The board decided it was a waste of time to publish quarterly reports for this reason.

Some boards told me they think the only "financial" issue most owners want to know is if there will be a maintenance increase or assessment. They come to the annual meeting to find out, and to ask why the coop pays to repair a pipe in their wall but they have to pay to re-paint the wall.

I agree that "old" info given, say, quarterly with "new" info based on current operations or audited reports can add relevance to an annual meeting. I'm just not sure if such comparisons are relevant to enough owners to warrant the extra time, effort and cost they entail.

I'd like to hear other opinions on this. Thanks.

Years ago I worked for a major corporation that decided to make employees more knowledgeable of their department or division operations by forcing heads of divisions and departments holding quarterly meetings to review operations with ALL the employees.

While there was much window dressing on the part of managers, still there was awareness of what was going on and WHY certain business prospects did not go ahead, why the business went ahead, etc. As an employee, I used to hate such quarterly meetings at first, then became fond of them as it kept me in touch with "why some heads were chopped" or why we all got a bonus or why more effort was required in certain areas.

Probably inspired by such an example, I decided to publish a newsletter on a quarterly basis approximately 7 years ago very much reflecting the operations. I don't care if Joe Blow had a baby or if the exterminator is coming every Saturday. The Newsletter is a publications dedicated to explain operations from the board's perspective with some ounces of optimism.

YES, I spend over 20 hours of my time putting this publication together: thinking of topics, and slanting the publication so that the shareholders see the point of the board challenges. Example: In 1995 the co-op did its fuel surcharge and, it was explained WHY it was necessary: if the oil went from $1.00 to $1.25, a 25% increase means 25% in your oil budget for oil. IN 2006, the oil continued to go up, so it was rolled into the budget, not as a surcharge, but as a permanent way of life. This was again explained to shareholders and why the decision to roll the surcharge with maintenance. Therefore, it is in this type of venue that I publish the quarterly income statement.

You may say that this is a DRY publication. Well, the co-op board is there to work in a professional manner for the shareholders. Consequently, a board that is proactive in providing information cannot be accused of secretive, or doing things without people's knowledge.

In fact, the annual meeting is extremely simple. Just a reiteration of our summary of operations that is usually published as the first issue of the following year (since December figures are published after January 15th). Consequently, you EDUCATE your shareholders to the point in which increases and assessments are seen, if not like God's sent gift to the shareholder, something that is unavoidable to continue good services.

So, if there are boards who tell you otherwise, it is because they may be publishing their results without any effort to brief and educate your population. That's my opinion.

AdC

AdC, I agree with you. Shareholders elect people to a board and entrust us with their money. We have to be accountable to them for where it goes and why. The comments in my last e-mail were from board members I know in other coops. We're open with shareholders and educating them is ongoing. We don't have newsletters but we have "issue letters" in which we explain an issue and related costs. We also send them to shareholders to keep them alert to issues we have to face, like soaring fuel prices or a major capital project so nothing is a surprise and they understand what's involved.

We have "open forums" - lobby meetings a few times a year so: 1) shareholders can discuss any issue with us, and 2) new shareholders can assimilate into the "community". Our people also feel comfortable calling mgmt with questions because they they get straight, logical answers. By annual meeting time, we aren't battered by irate shareholders because we "brought them along" with us and didn't keep them in the dark about important things.

You're right, AdC. Educating shareholders is good strategy. Reminds me of what my dad used to say that has no meaning here: Education is the horse and experience is the jockey. Just a passing memory. :-) There are always people who won't understand, or only see what they want to see, but I believe being open, honest, communicative and professional can't be anything but good for a board - and for a coop.