THE SUCCESSFUL BOARD OF DIRECTORS
( Part IV in a IV Part Series ) by Brian Blackwell , CCAM
Disclosure and Recusal Directors and committee members must immediately disclose the existence of any conflict of interest , whether their own or others . Directors and committee members must withdraw from participation in decisions in which they have a material interest .
Violations of Policy Directors and committee members who violate the association ’ s ethic ’ s policy are deemed to be acting outside the course and scope of their authority . Anyone in violation of this policy may be subject to immediate disciplinary action , including , but not limited to :
• Censure
• Removal from committees
• Removal as an officer of the board
• Request for resignation from the board
• Recall by the membership
• Legal proceedings
Prior to taking any of the actions described above , the board shall appoint an executive committee to investigate the violation . The committee shall review the evidence of violation , endeavor to meet with the director / committee member believed to be in violation , confer with the association ’ s legal counsel , and present its findings and recommendations to the board for appropriate action . The board shall endeavor to meet with the director / committee member in executive session prior to imposing disciplinary action against that person .
ACKNOWLEDGMENT I acknowledge that I have received and read the association ’ s ethics policy and have had the opportunity to ask questions about the policy . I understand my obligations as a director and / or committee member under this policy and will act in accordance with my obligations .
Signature : ___________________________
Print name : ______________________________ Date : ____________
Bottom line , it ’ s vital that all decisions are made in light of an expert opinion . Don ’ t act independent of your experts . If an Agenda item is related to plumbing , make sure that the decision was based on a written plumber ’ s recommendation . If it ’ s a legal issue , ensure that there ’ s evidence referencing the HOA attorney ’ s opinion on the matter . If it ’ s insurance , the decision should be based on the insurance agent ’ s documented recommendation .
HOA
Brian Blackwell , CCAM , CEO / Senior Manager West Coast Management Firm , Inc . 430 Nutmeg Street , Suite C San Diego , CA 92103 ( 619 ) 704-7393 BBlackwell @ WestCoastManagement . com www . WestCoastManagement . com
I often get asked by a director if they are subject to being sued personally because of decisions made by the Board that they serve on . I always give the same advice : A good rule of thumb for a Director who ’ s reviewing and considering the topics of the Board ’ s Agenda is to consider how you ’ d answer if you were standing in a court of law before a judge who wanted to know why you personally had agreed to a particular motion made by the Board of Directors . If you ’ re able to refer to the expert ( s ) who ’ d advised you , that ’ s very favorable . If you can only reference your own thoughts on the matter and show no concrete support of an expert opinion for your decision , the judge will not look favorably on the decision .
6 | The HOA Board Quarterly | Issue # 5 | Spring 2013