Board member needs to go!

A.B. writes:

Dear Paul:

How can we get rid of a board member who does not support board colleagues, monopolizes discussions, thinks its OK to disregard the by-laws and rules because she is a board member, disparages other board members and discusses issues that should be left at the board table with unit owners? I am fed up and want her out!

Paul replies:

Dear A.B.:

I am saddened to hear that you are having such a problem with your board member. It seems that this individual does not fully understand her role. Your board president must take better control of board discussions to the point of adopting some standing rules of order if you do not already have some. You could limit the amount of time that will be devoted to any one item; a person should be limited to speaking for no longer than four minutes on any item for example. (yes, use a stopwatch to enforce the rule) Make sure that the member is speaking for or against a motion and does not take side trips into the irrelevant.

Bylaws and Rules are for everyone. No one is exempt, even board members. The President needs to have a frank private discussion with this offending board member.

Disparaging board colleagues is unacceptable. Board members are volunteers, neighbours, and not experts in everything condo, none of us are. The motto of any board should be that of the Three Musketeers: “one for all and all for one!” If the person cannot be supportive, they should at least not be disruptive.

Board members are privy to all type of information which may be highly confidential. Sharing this information could potentially place the corporation at risk or cause embarrassment.

I would recommend that your board adopt the Code ethics for the board of directors published by the Canadian Condominium Institute and each member sign it every year. It is a good reminder of how board members should behave.

If you still need to get rid of the offending director, you could ask her to resign. She probably would ignore this request. You could call for a Special Meeting of unit owners in accordance with the legislation in your jurisdiction and your governing documents. Usually, you would have to provide notice of the meeting indicating precisely the purpose of the meeting even outlining the reasons why the member should be removed. If successful, your problem is solved. If not, it means that she might have enough supporters of her bad behaviour. This is another problem. Finally, she could be voted out at your next annual general meeting (maybe). If unsure of how to proceed, do consult with legal counsel.

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