wow
I see many violations and unlawful practices here. May I ask how many units the sponsor owns ( % ) ? How many seats does the sponsor control on the board ?

The building went co-op 1983
There are 57 apartments 29 are still owned by the sponsor and 1 is allotted to the super.
There are a total of 5 board seats.
Sponsor has 60% of voting stock, and has two members on the board, -- two are guaranteed by the prop lease so long as the sponsor owns 25% or more of stock and guaranteed at least one board seat so long as the sponsor holds 1 or more shares in the cooperative.

Our building uses cumulative voting, giving the sponsor a looming influence over the board.
I was voted in by the people last year. The reason for my posting is that I have approached several people about joining in an attempt to make further change, and they agreed that unless the board operations become more transparent and they will be able to participate in a meaningful way, they don’t want to join, hence my original posting.
Under my insistence we have some major accomplishments – we hired an engineer to conduct a building survey, improved the financial data provided in the financial reports, even they come so late.
There is much to do, at least If I can have a level of comfort that the board will proceed in good faith and be in compliance of the law, or governing documents, or at least some sense that we are following a process used by other boards, it would make a world of difference.

Thanks again, I appreciate any thoughts or feedback.

Cumulative voting gives you "the minority" an advantage actually.

You must inform the shareholders about the situation and rally them around a group willing to take over the board. With three out of five members, a quorum is reached. By the way, no decision can be made by a board without a quorum or majority. Meaning you can and should hire a new independent management company, a new attorney and a new accountant.

The sponsor shouldn't be in control of the building after all those years. By law, although a little unclear, a sponsor must sell his apartments at a regular pace.

But most importantly, you must take control of the finances of the building. You can't have a sponsor manage your building. There's a big potential for fraud and conflict of interest.

If things get ugly with the sponsor, you could also hire an attorney to represent you and protect your interests.

David G – If 29 of your 57 apts are still sponsor-owned, half your residents have no say in any coop matters because the sponsor still has the shares for their apts. You said your Prop Lease gives him 2 board seats as long as he owns 25% of the shares and 1 board seat as long as he owns 1 apt. Change will be very difficult if he still has so much control – and manages the bldg too.

The first change I suggest is trying to amend the Prop Lease to change those terms. Check your Prop Lease and by-laws, or have an attorney do it. Don’t take the sponsor’s word for what they state. A shareholder vote is usually required to amend a Prop Lease, but some allow it with a board majority vote. If 3 of your 5 board members can vote to do this (2 obviously won’t if the sponsor has those slots), you could get out from under the sponsor’s thumb. Then it would be easier to make a lot of other changes. I think it’s worth looking into this possibility.

You can arrange to have meeting done via a conference call. You can use SKYPE for the call and do it for free.
Also, all of your documents can be scanned into your computer and distributed to the full board.
Again it's relatively inexpensive and easy to learn.
You can feel free to get free advise from me regarding the above.
Barry

The Managing company works for you -- the Board! Your are paying them! If they cannot meet with you at the building -- (and it sounds like you have many other reasons) you should fire them. You will be overwhelmed with M/C who want to take their place.

Years ago, when we realized that the Board was not going to fire an unpopular M/C -- we wrote the S/H and this forced the board members who were resisting, to come around. Tell the S/H in a business-like manner how the Bylaws are being ignored, and the building is being run.

EmailPower: Collect S/H Emails, and start communicating directly with the Shareholders. Start a revolution!

Oh Boy, and I thought my building was the only one with underhanded practices. I agree, rally the s/h, email them, memo's if needed under their door. In my building many s/h are apathetic because of all the factions involved. Our board is divided, as stated cummulative voting gives a majority to one group. S/H must speak up and rally with you guys, especially the people on the board trying to do the right thing. It's difficult, we have board members that circumvent the By-Laws, we are still fighting like mad, it's a tough and frustrating situation. Some people join a board because they want control i.e., power, some for their own agenda, the board members who really care and work for all usually have the most difficult time. But again, Rally the S/H, let them know everything that board members do, how they vote on issues and how you vote on issues that will affect them and their pockets, etc. Managing agents, if not good, can also be a source of problems, we have that issue also. Good Luck.

It is my opinion (and don't we all have one) that the only way your Coop/Condo etc can be a success is if all are on board for the betterment of the property and do not have their own agenda. (Board,agent,super,staff etc working together)
Amen, Bob

You are correct, that's the only way to make it work it just doesn't happen that way. People, including Management, have their own agenda most of the time.

Start the Email trail,,, the Sponsor, ManCo and lawyers really take notice when things are in writing. Keep it business-like, nothing persoal and simple, dont accuse anyone of anything. Ask questions in your Emails: IE: Isnt it against the ByLaws to .......? Is ... a good thing for the S/H and fiscally sound?

AND CC everybody..Everybody. People trying to play-sneaky, dont like transparacy.

ALSO, we finally ralled the S/H when we pointed out that its thier Main that could go up, that its THEIR investment...This will take time, but once they see the trend, you will begin to see results.
VP

We were in the same boat
What we did was we hired an independent management company We hired Impact Real Estate Management One of the owners is an attorney. We legally we able to gain control from the sponser.