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Ask Asad Rahman Your Own Question
Asad Rahman
Asad Rahman, Lawyer
Category: Real Estate Law
Satisfied Customers: 2156
Experience:  Practicing Attorney with 10 years experience
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I am a director on a 5 person Board. The president and two

Customer Question

I am a director on a 5 person Board. The president and two other Board members (the three newly elected, myself and one other Board member one year into our two year term) formed an Executive Committee to exclude myself and the other Board member in retaliation forming an Executive Committee to exclude the president a year ago as he was a Rogue Director. Since then the Executive Committee has fired our property manager, all vendors, and has hired back an office manager that we got rid of a year ago because she was stealing money. The president has also been changing rules without a Board vote or homeowner 30 day review (even to the point of towing cars based on his parking rule change). The other Board member and myself are shut out of all decision making and Board business as the president is the liaison between our attorney and the Board and has instructed the attorney not to discuss Board business with us. He has also instructed our management company (who is on their last 60 days with us) not to pay any further legal fees unless he (the president authorizes it). One of the three Board members of the Committee has recently died leaving the Board 2 to 2, however, the two remaining Committee members are still operating as the Executive Committee and shutting us out. What recourse do we have if we cannot confer with our HOA attorney? Is it unheard of for us to get our own attorney to sue the president and his Committee partner for breaking the Davis-Stirling laws (illegal rule changes, Better Business judgement rule, etc.)?
Submitted: 7 months ago.
Category: Real Estate Law
Expert:  Asad Rahman replied 7 months ago.

No, it is not unheard of to get your own attorney to seek an injunction by the court to enforce the HOA by laws. You might want to say you are acting on behalf of the HOA community members. that would give you authority. I would also look at your bylaws about calling an emergency meeting and procedures for removing the rogue members.

Customer: replied 7 months ago.
Can I file a suit against the two directors while Im still a director myself? Would this be a breach of director conduct?
Expert:  Asad Rahman replied 7 months ago.

You have to look at your bylaws, It may have an indemnification provision so you would not have to sue them in their individual capacity and not as directors.

Customer: replied 7 months ago.
Would it be best for me to take this situation to an hoa attorney? Are there attorneys who take these types of cases pro bono or for reasonable fees?
Expert:  Asad Rahman replied 7 months ago.

Yes, someone who has experience with HOAs and nonprofit board governance would be ideal. There are so many different types of fee structures.

Expert:  Asad Rahman replied 7 months ago.

Let me know if you have any other questions otherwise a positive rating of 5 stars would be greatly appreciated.

Expert:  Asad Rahman replied 7 months ago.

Let me know if you have any additional questions otherwise a positive rating would be greatly appreciated.