Page 5 - CooperatorNews Chicagoland Winter 2022

CHICAGO.COOPERATORNEWS.COM COOPERATORNEWS CHICAGOLAND — WINTER 2022 5 QUESTIONS & ANSWERS C W OIN ASHER C . O Old Fashioned Service with Modern Laundry Room Technology •Proudly Serving the Chicagoland and Midwestern Area since 1958 •Multi-Family Housing Laundry Room Sales, Service, Leasing, and Rentals. •Laundry Room Lease and Rental Programs Custom Tailored to Your property’s needs and expectations •Coin/Smart Card/Credit Card/Payment App Activated Equipment •Laundry Service with Integrity and Reliability For the “Best Laundry Service in the Business” Call Coin Washer at (800) 338-COIN | Elmhurst, Illinois 60126 A Board Cabal Q We have a board member who has been locked out of meetings. According to that board member, the board has formed an executive commit- tee that has, for all intents and purposes, shut them out. Th e board member is no longer able to view board discussions and cannot participate in board debates, decisions, or ac- tivities. Th e person has been disenfranchised and marginalized for reasons that have them stymied. It appears that the member’s per- spective is not accepted, and the executive committee felt the need to censor that per- son. Is this action legal? Why the secrecy? What action can be taken to stop this rogue board, other than waiting for election day? —Seeking Transparency A “Board members may not legally create an ‘executive committee’ to shut out a duly elected board member,” says attorney Benjamin Altshul of the Chicago fi rm Lev- enfeld Pearlstein. “In Illinois, a condomini- um board can only create a committee if it is expressly authorized by the association’s declaration or bylaws. Committees can be comprised of board members as well as unit that all board business must be conducted at at an open meeting and continued exclusion owners not on the board. However, even if an open meeting. Pursuant to Section 2(w) of a duly elected board member constitutes a a board can create a committee, that body of the Condominium Act, a ‘meeting’ of the breach of their fi duciary duty. cannot have any decision-making authority. board is defi ned as ‘any gathering of a quo- Pursuant to Section 18.4 of the Condomin- ium Act, all powers, duties, and authorities agers … held for the purpose of conducting ber’s options include the following: 1) have of the association are vested in the board, board business.’ Th e except for those reserved by law to the mem- bers of the association. Th e Condominium discussions and votes on a topic. Act does not reserve any powers for commit- tees; thus, to the extent a particular declara- tion allows for the formation of a committee, the open meeting rules and allows for the Once the board member notifi es the board it would essentially just be an advisory body board to break away into an ‘executive ses- that makes fi ndings and recommendations, sion’ to discuss certain limited topics. Th ese will do the right thing without attorney in- while the board ultimately makes all fi nal topics include, but are not limited to, ongo- decisions. So if this board has properly cre- ated a committee, this disenfranchised board tions of the rules and regulations. While cer- member should be entitled to review all of tain private discussions are permissible, the the committee’s fi ndings, ask questions to the eventual vote on a matter must be conducted committee, and ultimately vote on the topic. “Further, boards cannot act in secret, behind-closed-door meetings. According met in ‘executive session,’ the fact remains to the oft -cited condominium case Palm v. 2800 Lake Shore Drive Condominium Associa- tion, 2014 IL App (1st) 111290, 10 N.E.3d 307, 381 Ill.Dec. 307, the appellate court clarifi ed members’ refusal to conduct board business rum of the members of the Board of Man- Palm court held that legal counsel prepare a cease-and-desist let- ‘conducting board business’ includes both ter; 2) have legal counsel fi le a declaratory “Section 18(a)(9)(A) of the Condomini- um Act provides for a limited exception to of these board members at the next election. ing litigation, employment issues, and viola- at a board meeting open to the unit owners. “So once again, if this board has properly that the whole board should be participat- ing in this meeting—including this disen- franchised board member. Th e other board “If this board continues to conduct busi- ness in this matter, the alienated board mem- judgment lawsuit; or 3) infl uence/lobby the other unit owners to vote out one or more of its improper actions, hopefully the board volvement.” n Disclaimer: Th e answers provided in this Q&A column are of a general nature and cannot substitute for professional advice regarding your specifi c circumstances. Always seek the advice of competent legal counsel or other qualifi ed profes- sionals with any questions you may have regard- ing technical or legal issues. Legal Q A&