In: long island property management
Sometimes a Board of Directors in a Cooperative can overstep their bounds. Whether it’s from a lack of knowledge of what they can or can’t do or just a lax outlook on adhering to the building’s documents, Boards need to keep their limits in mind when making changes.
Recently, someone posed the question to the Habitat Magazine (http://www.habitatmag.com) forums asking if the Board can change the terms of the Proprietary Lease, to allow for Shareholders to now be responsible for the upkeep and replacement of windows. This was, according to the poster, done without the approval of the Shareholders at large.
The Proprietary Lease usually calls for a supermajority of Shareholders (either 66.6% or 75%, depending on the documents) to approve any changes to the Proprietary Lease or Bylaws. If there wasn’t a special meeting for this purpose or if it was not included on the agenda of the Annual Meeting, then the Board most likely made this change illegally.
We always advise our Boards to follow the law with regards to handling building documents to ensure that the rules and policies set forth are enforceable to the end.
From time to time a Unit Owner or a Shareholder will place an illegal sublet into their unit without the prior written authorization of the Board of Managers or the Board of Directors in that particular building. One Board Member had inquired if they could take it upon themselves to remove the sublet directly or if they needed to go to bat with the Shareholder in question, first.
Certificates of Insurance are one of the most important aspects of information that we can collect from any vendor that is working in a building. Whether they’re hired by the building, a unit owner / shareholder or by a subtenant, all companies that enter into any of our buildings are required to first show proof of insurance.
At the very bottom of this post we have included a pro-forma Certificate of Insurance Requirements that we use within many of our buildings. This includes the standard amounts of insurance that our portfolio of buildings require. They include General Liability, Workmen’s Comp and Auto policies. Each time we collect a certificate we always note that the management company (Excel Bradshaw Management Group, LLC) and the entity that owns the building be named as Additional Insured and as Certificate Holders. This is to protect the building and the managing agent from any damage to the common area, damage to personal spaces and injury to workmen, residents and visitors.
There are a variety of times that the Certificate of Insurance will be required. Those times range from building wide work, personal alterations and decorations to move-ins and move-outs. Lock down those insurance certificates and not only will the management and Board be protected, but so will the assets of all of those unit owners and shareholders.
Pro-Forma Certificate Requirements: Click Here
June 18, 2014
I Think I May Have Bed Bugs. Now What?
Bed Bugs are a very scary element in any building. Not only can the wreak havoc on the resident that will be most affected by it, but left untreated they can drain a building’s operating account faster than almost anything else.
We always implore all residents in every building to immediately notify Management if they think that they may have a bed bug issue in their unit. We’ll immediately arrange for an inspection of the premises by a trained professional (canine inspection or visual inspection).
If there is a positive for an infestation, we’ll make sure to start the inspection process in all units that are above, below and on either side of the positive unit to try and note where the problem has spread to and to stop the spread with proper treatment.
If the resident is in a Cooperative or a rental building, the “landlord” should be footing the bill for the treatment while the resident is responsible for the costs to prep their apartment (dry cleaning, laundering, cleaning, etc.) The one way to force the tenant to pay for the bed bugs treatment is to pin down that particular unit as the only unit infected in the building (and talk to an attorney about this before you go to charge).
Residents that test positive should never throw away their untreated belongings in the building trash, drag furniture or uncovered mattresses through the building or in any other way increase the chance that the bed bugs will spread. Mattresses that are left on the curb for pickup after treatment (or any time) must be properly covered or the building will receive a fine (in NYC).
The apartment will need to be completely prepped prior to treatment because an apartment that is not fully prepped stands a better chance of not being fully exterminated. The exterminators will use a variety of treatments which include steaming, freezing and dusting, so there are many different treatment options that will be utilized.
Getting on top of this problem from the very first sign will help any building weather through the bed bug storm. Bed bugs can live up to a year without food, so knowing that they’re potentially within the common elements of the building and have the ability to travel should make every building prepare for the worst and have a bed bug plan in place.
Downloadable Bed Bug Disclosure Form: Click Here
Downloadable Bed Bug Prep Sheet: Click Here
Downloadable NYC Bed Bug Pamphlet: Click Here
A lot of building owners and Boards have one thing in common; they’re often-times getting involved in the minutiae that they hire their property management professionals to handle. Whether it’s giving the staff direction on the day-to-day or getting directly involved in tenant affairs, there is potential for a large amount of confusion and misdirection for any and all building staff.
We see this all the time in property management; a resident refusing to give a copy of their apartment key to their landlord or to the building staff in the case of an emergency. In New York, it’s part of the law that the tenant should give a copy of their key to the landlord and in Proprietary Leases for Cooperatives, it notes that the Lessee (shareholder) shall give a copy of their key to the Lessor (Coop Board or representative).
This question and answer came from the forums on Habitat Magazine (http://www.habitatmag.com). The question was pertaining to a Shareholder who had taken on a roommate and wanted to know that if they left the roommate in the apartment without the Shareholder being present, can this be considered a sublet, even if the Cooperative Corporation doesn’t have a “sublet policy” in place.
A Shareholder in a recent correspondence noted to Management that the shares attributed to their unit were too many in the Schedule A of the Offering Plan. Apartments that were attributed garage spaces had an extra 50 shares built into their proprietary lease and stock certificates, but this is the one apartment that had the extra shares in the unit but no garage to attribute the shares to.
Roughly 30-years after the building went Cooperative, this was noticed by the Shareholder. At the time of the purchase of the original shares from the Sponsor, an attorney looking into the building’s Offering Plan and supporting documents would have picked up on this discrepancy with a bit of due diligence. The Shareholder, having paid maintenance for a period of 30 years was only now looking into the perceived extra maintenance that they have been paying. There is no way, now, to adjust the shares in the Schedule A as that would change the entire layout of shares within the Cooperative as a whole.
With a bit of due diligence and paying attention to the details while purchasing the apartment, this mistake could have been avoided. They would not have been able to change the Schedule A but they would have been able to step away from the purchase in the first place, before the financial damage was done.
Proprietary Lease expiration dates are often overlooked until the expiration date is creeping towards 30-years from the present time. Banks like to know that the loans they are giving out to Shareholders (and to the Cooperative as a whole) are not going to be deemed worthless by an expiring Proprietary Lease that would effectively cancel their collateral.
Updating and extending the Proprietary Lease expiration date is a painless exercise, but one that requires some planning. A special meeting of Shareholders or an Annual Meeting can satisfy the vote to extend, but it has to be noted on the agenda when either notice of meeting is sent and usually, a supermajority of Shareholders are required to approve the change since this is changing the core building documents. Extending it as far as 75 years from the present date will allow a Board to have quite a bit of breathing room and a long time to go until those banks pop up their heads again.
Should your Proprietary Lease be close to expiring (in the banks’ eyes, any way) they may ask for a letter from the Board or from the Managing Agent to place in writing that the Corporation intends to extend the Proprietary Lease as soon as possible.
Minutes of a Corporation are one of the most important documents in Coops and Condos but they’re so much more than just keeping track of what transpires in the meetings of Directors.
They can also be used as discovery in a lawsuit (whether the entity taking the minutes is the plaintiff or defendant) and they can also be used by legal counsel of those who are looking to purchase in the Corporation or Condominium.
We’ve seen a slew of minutes that are so much more than they have to be; sometimes an hour long meeting is summarized in a multi-page document that details every single conversation and every point that is made.
Our recommendation is that all minutes should be bare-boned and contain minimal information while still maintaining the character of all of the decisions that were made at the meeting.
The important items that should be on the minutes include; time, date and place of meeting, who was present / not present, all motions that were made and how they were voted. With keeping these minutes to a minimum, a Board can release minutes to any and all who are requesting them without redaction and they give a clear and concise record of important decisions while protecting the Corporation as a whole. Keeping them simple has an added benefit as well; they can be easily remembered at the next meeting when it is time to approve them.