Hi, Dianne.

We don't generally have trouble with an entrenched board because most of the shareholders spend less than three years here (a few of us have been her 15+ years). Four of the six board members have been here less than five years. We have condo units as well. The people who run are those who want first dibs at apartments or have a nanny state agenda, or political ambitions, all of whom would fit easily into one of Dante's levels of hell.

We have checked the proprietary lease and there is no mention of the pool or health club. There is also no mention In the "House Rules," or the by-laws. In the Health Club and Pool Regulations is the only place it's mentioned; it says the pool and health club are "private." Three paragraphs later it states that there are guest passes available. These were originally intended for people visiting shareholders, but now there is an incredible abuse of the practice as the number is no longer limited.

Thanks for your support, Dianne. Will keep you posted. Will do a petition tonight.

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Hi, All. Thank you again for your input. It seems that our board discussed the issuance of passes with management, but not the particulars. The board president seemed genuinely surprised at the idea that there were an unlimited number of passes being distributed. So, we'll see how this all works out. He agreed that there needed to be limitations.

The treasurer actually gave an excellent presentation but there are still some questions remaining.

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Diane & PC - I appreciate your frustration. There is nothing worse (or more painful) than banging your head against a wall and not making a dent.

Unfortunately, in most instances where I suggest some sort of board reconstruction, it is the only practical way of accomplishing what you want. The laws and regulations governing co-op operations and the business judgment rule make most challenges to board decisions (like the number of pool passes) very difficult to attack and overcome from any angle. The board can simply say that they were using the passes to raise income for the co-op. You would have a hard time showing they were not exercising their fiduciary responsibility.

I sense your frustration is in not being able to convince enough shareholders to support your positions or your candidates. Unless there is some sort of vote rigging or other shenanigans going on during your votes or elections, or what the board is doing is contrary to the co-ops governing documents, I don't believe there is any practical way (other than replacement) to compel the board to change their actions.

Diane is absolutely correct about organizing other shareholders to write letters and otherwise let their displeasure be known. But I got the sense from PC's initial post that this has been tried with no effective results. If the board is entrenched and intractable, then in my opinion the only solution is to mount an effective campaign to elect more favorable members to the board.

If I sounded glib, I apologize. I certainly hope PC is successful in organizing whatever campaign she/he can to get the situation changed.

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I suppose I should not be using your first names. I'm sorry.

However, I do want to respond to fiduciary responsibility. I can't prove voting shenanigans but that's how I would describe their management of the finances. I think the board members got worse grades than I did in algebra. Questions about loans and the spending down of our reserve fund will hopefully come up at the meeting.

As to making money on passes, it may be the case that it's raising some money, but when does an amenity become a public space? Even our lawyer needs to research that one!

We pay very high maintenance. Also, there's no enforcement of the rules with regard to passes. Did I mention that the pool is in the black by six figures? I will be organizing and agitating, and getting signatures, and will let you know what happens.

In my 15 years of living in this co-op, the two consistent qualities I have observed in our board members is self-interest and conflict avoidance. One is annoying--a present board member is a ping-pong player and thought it might be a good idea to have a ping-pong table near the pool--and the second is disastrous. The board minutes are minimal and 8 months behind; no shareholders can attend meetings, nor can we observe; and the board has not held an informational meeting for a year. We were never notified of the change in the rules with regard to passes. Thank goodness, we're selling. My wife and I will never live in another co-op again

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