Q. “A majority of unit owners want our entire corrupt condo board replaced, and five of us are prepared to run and serve on the new board. Problem: The current board refuses to schedule an election, which our management company is responsible for administering. Is there any procedure available by which a majority of unit owners can bypass the board and request that our management company post a first notice and conduct an election?”
—In Need of Change
A. According to Attorney David L Berkey of Gallet Dreyer & Berkey, LLP, “Most condominium by-laws contain a provision in the Article dealing with Unit Owners that allow a percentage of Unit Owners, typically owners of at least 25% of the common interest, to sign a petition demanding that the President call a Special Meeting of Unit Owners. The petition should state the purpose of the Special Meeting being to remove all existing members of the Board of Managers and to elect a new Board of Managers.”
Attorney Berkey says the “petition should request a date and time for the meeting to be held. Once the petition is delivered to the condominium Secretary it is the duty of the President to call the Special Meeting demanded in the petition. No business other than that specified in the petition may be conducted at the Special Meeting. If the President or Board fail to call the Special Meeting as demanded in the petition, then the Unit Owners can bring an action or special proceeding to compel compliance with the by-laws.
“The action would be similar to shareholder actions concerning disputed elections brought pursuant to Business Corporation Law Section 619. Courts have broad equitable powers to compel compliance with the condominium by-laws. The by-laws should also be reviewed to determine if they allow arbitration of disputes under the by-laws, as such provision may grant an alternative method of compelling by-law compliance and arbitrators often can grant equitable relief such as requiring that the Special Unit Owner Meeting be called.”
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