I would think so, being that the board would seek the advice from the building counsel, he as a board memeber also would have access to this. Check your bylaws, in all the coops/condos, I've worked in I always suggested that the board get to know the bylaws inside and out,

Our board president's son owns a construction company that is frequently used at our building. Any thoughts??

Bright-line conflict of interest.

My comment a moment ago refers to the board member whose son is involved with a construction company that does work on the board member's building, not the lawsuit issue, which I didn't see initiailly.

Not necessarily. The dual role of BM and shareholder may bring conflicting issues that may not mean that the person needs to step down. Don't know the circumstances that led to such a lawsuit. The only thing to do is the BM should step out of the meeting until the matter is discussed and the issue is not recorded on the minutes. Also, other BM should be extremely discreet not to be adversarial or comment on the lawsuit.

Board meeting may start w/o the attendance of the board member in question when legal issues relating to the lawsuit are discussed OR discussion with counsel should not be announced to the person in question.

AdC

This lawsuit was brought as a shareholder NOT a Board Member. There is absolutely NO conflict of interest.

Here's my take - not a legal opinion, by any stretch.

Any time a board member/shareholder may benefit financially, there is an automatic conflict of interest, since the board member's fiduciary interest must be with the co-op first, last and always. The shareholder, as a board member, must therefore recuse him/herself from voting on all issues dealing with the source or consequences of that conflict.

The board member, as a plaintiff, should not be privy to financial discussions or votes of any kind affecting the co-op, as defendant.

As I said, not a legal opinion, just my own.

There is no financial gain to the action that was brought, it's for RELIEF, (injunctive relief). When people don't know the full story or Action, they just summize.

To all who answered.

First of all I am the one who brought the ACTION against the corporation for not protecting my rights as a resident, which I might add I am entitled todo whether a Board Member or not. I am acting as a shareholder. There have been Boards where Board Members sued other Members, they do not have to step down, as most of you stated you don't know the circumstances. I Recused myself from this issue, you must also know that we have an extremely biased and prejudicial Board. They only work for the residents they feel they should work for NOT for all equally. Do any of you have that problem? I'd like to hear about that. I have been harassed and targeted by certain Members on the Board from them and through other residents in the building. Have any of you experienced that? So when opinions are given, please note all information is not given. If anyone would like to answer - please be my guest. Thank you.

i believe it, lots of board members do not know their responsibilities to the shareholders.
if i thought i wasn't going to be throwing money away on attorneys, i would do the same.
there are a couple of shareholders in this co-op that should bring legal action against and the board and managing agent for refusing to help with a upstairs resident , that per the proprietary lease , should never have moved in, and should not be living in the apartment.

At a minimum, the board member must refrain from participating in the discussion of any matter even remotely connected to the lawsuit, and should not be present during such discussions. Furthermore, the board member should have no contact with your attorney or any vendor who might be involved in the suit.

In practice, the board member should resign. The potential for a conflict of interest -- real or perceived -- is just too high, especially if the director is an officer. How are you going to convince the other shareholders that this director will be acting in the best interests of the coop if he's simultaneously so angry with the corporation that he's taking legal action against it?

I believe this happened on our Board last year. The Board voted to create an "executive committee" who had the power to make decisions. This way the board member with the seemingly conflict was excluded from much Board biz. Good luck

Our Board already did this and excluded 2 Board Members because they had a difference of opinion. NO CHECKS AND BALANCES. That's too bad that people act like that, kind of a dictatorship.

That a board member thinks it is ok to 'represent myself as a shareholder in a lawsuit against the building and there is no conflict of interest' reminds me not to take seriously everything I read here. I thought at first that only knowlegeable and committed board members participated in this forum, but that is clearly not the case.

Every Board Member is a Shareholder first. Just because you are on the Board does not mean you lose your rights as a resident? That's kind of absurd. Also, starting a Board within a Board, that's disenfranchising those shareholders who voted for any of the Members that are being excluded, does anyone think that's right? As far as being a committed Board Member has nothing to do with someone's - anyone's right as a shareholder. I don't know if the individual who stated "reminds me not to take seriously" is an attorney? Every Member has rights as a shareholder. Have you lost your rights because you are on the Board? I would hope not. If so, that's really sad.