Archive for September, 2011

Thanks, Governor Brown

Sunday, September 18th, 2011

Last month I sent Governor Brown a letter lobbying for his signature on Senate Bill 563, as did some of my colleagues. And, indeed, he later signed the bill.

So far, so good. This bill changes the laws governing California common-interest developments (condominium associations, housing cooperatives, etc.), so (among other things) their boards of directors must actually meet when they make decisions. At Berkeley Town House, some major, and later deeply regretted, decisions have been made in “actions without meetings”, where a manager sends a ballot to each director and if they all return their ballots marked “aye” then the motion is adopted. SB 563 outlaws that practice. Better late than never.

Given how that loophole had been abused here at BTH in the past, my fellow shareholders must have thanked me for helping get the bill adopted into law, right? Well, some in the rank and file did. But some others, including two of my fellow directors, took a different view. One of them (Paula P) called my letter “libelous”, and another (Judith W) charged me with deceptively identifying myself as “Director” of the corporation and thus implying that I was in charge of it and speaking on its behalf. Any day now I expect the corporation to serve me with a libel or identity-theft lawsuit.

Judge for yourself. I didn’t even name Berkeley Town House Cooperative Corporation in the letter, and in any case I’ll be happy to respond to any evidence that what I said about it is false. As for calling myself “Director”, I guess Judith W doesn’t think much of capitalization and indefinite articles. For normal readers, I believe, they make a difference, and thus “of which I am a shareholder and a director” differs from “of which I am Director and on behalf of which I am writing this letter”. What do you think? Did I need to add something like “I am writing this letter on my own behalf and not representing the (unnamed) corporation referred to above”?

Never Use Email

Monday, September 12th, 2011

Our housing community uses Stephanie J. Hayes of Hughes Gill Cochrane as its attorney. She wrote an article last year that advised directors of such housing communities to avoid the use of email to discuss business. I’m one of those directors. If I followed Ms. Hayes’s advice, I wouldn’t answer any email from any shareholder or resident here at Berkeley Town House, except to say that I don’t communicate by email and the writer should go through proper channels.

Hayes points out how email messages can be used as evidence against the writers individually and against the corporation in lawsuits.

Tough. If you don’t want to be blamed for the stupid or malicious things you say as a director, then don’t become a director. Each director has a duty to work for the common good of the community. I can do that better by using email than by boycotting it. I have no interest in saying things deniably. I expect to be held accountable for what I say, and if email helps hold me accountable then all the better.