Resigning Condo Board Members Creates Quorum Vacuum

D.L. from Fairfield County writes:

Dear Mister Condo,

I live in a 26-unit community. The Bylaws state that 5-people are elected to the board annually. The property manager called the annual meeting to be June 21st however, prior to setting the date, 3-board members resigned, leaving only 2-board members.

How can the property manager call a meeting with only 2-board members approving the date? Also, since there are only two (2) board members, how can the annual meeting take place when there is not a quorum?

Mister Condo replies:

D.L., resigning Board members create a challenge for any association. It puts the burden of maintaining and governing the association on the remaining Board members. Most condo documents allow for interim appointment of Board Members by the remaining Board members so that the association can continue to govern itself until the next scheduled elections. Your Annual Meeting should be open to all unit owners. The two remaining Board members should run the meeting, with one functioning as President of the Board until the elections are held at the Annual Meeting. In a small community like yours, there are only 21 unit owners left to consider for service on the Board, assuming the three that resigned are no longer interested in serving. With such a small pool of potential Board Members, it is quite possible that you will have a vacancy or two on the Board until volunteer leaders come forward. Your existing Board will suffice until then. The alternative is to have an ungoverned association with no authority to pay the bills or make decisions on behalf of the association. That could lead to a very expensive dissolution of the association or a possible court-appointed receiver to handle the business of the association. You don’t want that! My advice would be to encourage other unit owners to serve and for you to consider volunteering to serve to help get your community back on track for good governance. All the best!

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