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30 COOPERATORNEWS CHICAGOLAND  —EXPO 2021  CHICAGO.COOPERATORNEWS.COM  THE BEST TIME TO    FIND AN EXPERT IS BEFORE    YOU NEED ONE.   NAVY PIER, CHICAGO   THURSDAY, OCTOBER 7, 10AM-4:30PM  FREE REGISTRATION: ILEXPO.COM  to the business judgement rule, which re-  quires board members to make informed   decisions based on their business judge-  ment.” As previously mentioned, this is a  and commitment to serve their commu-  deferential standard that insulates board  nity. Claims are common—but if direc-  members from liability, as long as their  tors are acting in good faith and within   decisions  are  based  on  a  reasonable  in-  vestigation and are not self-interested or  plicable laws and the governing docu-  made for a discriminatory or other im-  proper purpose.  Keep Bylaws Up to Date  According to Greenstein, “It’s also im-  portant to review what indemnification   provisions are in the bylaws of a coopera-  tive or condominium. Many of the older   cooperatives do not have the more mod-  ern indemnification provisions provided   in the Business Corporation Law (BCL).   They are very expansive, and should be   included by an amendment to the by-  laws. Further, cooperative corporations   may  seek  to  amend their  certificates of   incorporation with shareholder approval   to provide for eliminating or limiting the   personal liability of directors to the cor-  poration or its shareholders for damages   for breach of duty, provided there is no   bad faith or similar acts by the director.”  In the final analysis, board members   are unpaid volunteers giving their time   the authority granted to them under ap-  ments of their co-op, condominium, or   HOA, they should be afforded the maxi-  mum coverage and protections available.    n   A J Sidransky is a staff writer/reporter for   CooperatorNews, and the author of several   published novels.   PROTECTING...  continued from page 10  “Specific policies   will have specific   exclusions of other   claims that are not   covered. Claims   by the corporation   against a director   or officer are often   excluded, as well   as claims by one   officer or director   against another."                             —Jeremy A. Cohen  absorb heat but rather reflect the solar   radiation back into the surrounding mi-  croclimate, negating other mitigation ef-  forts. That reflective heat melted a car in   California—and too many glass façades   are reflecting heat back and forth and   driving the heat index up in Chicago as   well.”  Zimmerman observes that an intrinsic   problem in dealing with the impending   effects of climate change in our commu-  nities is the very structure by which our   communities govern themselves. “The   problem is that with most condo and   co-op communities, the boards are com-  posed of volunteers, and in some cases,   those serving on boards have term limits.   Planning of this kind is looking down the   road 10 to 15 years —and no board wants   to assess neighbors today for monies the   building or HOA will need 15 years from   now.  The process is too short-sighted   right now.”    “And,” adds Keating, “no one predicts   these  things.  You  don’t  know what  you   don’t know. In many cases we react to   what’s out there historically—but that’s a   reaction to something that’s already hap-  pened. We are now talking about things  mandating the reduction of individual   that haven’t happened before—and there’s  carbon footprints through more effi-  little political will to react to future prob-  lems. We tend to only react to what we’ve  peratures are increasing energy use,” says   seen.” Based on the UN IPCC’s projec-  tions however, it’s becoming obvious that  use more energy to combat the changes,   even if we haven’t yet seen what’s coming,  which perpetuates the cycle. For example,   the picture is getting clearer—and it isn’t  steam-generated systems need more elec-  pretty.    Countermeasures  All of this begs the question of what  efficient. We must start planning and re-  can we realistically do to counter the  tooling now, not only to achieve our cli-  troubling trends that are clearly coming.  mate goals, but to also not be penalized   In the context of multifamily co-ops, con-  dos, and HOAs, most of the answers fall  sil fuels to more sustainable, renewable   into three broad categories: floodplain  sources like solar energy is what’s needed   management, energy efficiency, and ap-  propriate capital im-  provement planning.  According to Ma-  han, regular  inspec-  tions and evaluations   of  building  systems   are needed as well.   Among  other  things,   these  assessments  should look for struc-  tural changes like new   cracks in walls, or any-  thing that’s moving or   sagging. “The thing   is that we are seeing   this rising water table   and heavier rains and   melts,” he  explains.   “The  footings  are  moving and there are   big  cracks appearing.   We have to evaluate   whether the building   is  at  risk.  Every po-  tentially affected property needs ongoing  of roofs, facades, and infrastructure hap-  evaluation, and must be prepared to ad-  dress any issues immediately.  If you wait  gotten 30 years from a roof before. Now   15 years it’s not recoverable—as was dem-  onstrated through the tragedy at \[Cham-  plain Towers condo\] in Surfside, Florida.  fect on the built environment—again re-  Boards must be proactive. The most im-  portant step to take is regular monitoring  ties to have an appropriate capital reserve   of the physical plant and structure.”  Another  major  concern  is  reducing   the environmental impact of residential   buildings. Many cities are enacting laws  based Jomavi Contracting, observes that   cient energy use. “Ironically, rising tem-  Varsalona. “Sadly, the impact is that you   tricity—so we must come up with ways to   update old systems and make them more   by the new laws.” Retreating from fos-  —but it’s certainly not easy.   In  terms  of  maintaining and   preparing  our  buildings  for  worsening condi-  tions, the pros say   it’s critical to put   capital  improve-  ment plans in ef-  fect now.  Zim-  merman stresses   that circumstances   have changed. “We   might not see the   effect in the short   term, but over the   long term, driving   rain, hotter heat,   and  colder cold   has  a  corrosive   effect on all me-  chanical systems.   We will see it in   the deterioration   pening that much sooner. We might have   we will get 20 or 25 years. It’s a harsher   environment—and that has a very real ef-  inforcing how critical it is for communi-  plan in place.  Practical Applications  Edwin Suarez, president of New York-  “Planning of this   kind is looking down   the road 10 to 15   years or more. No   board wants to assess   their neighbors for   monies they need 15   years from now. The   process is too short-  sighted right now.”     —Howard   Zimmerman   CLIMATE CHANGE...  continued from page 20

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