Page 10 - New England Condominium October 2020

10 NEW ENGLAND CONDOMINIUM -OCTOBER 2020 NEWENGLANDCONDO.COM with offices in Manhattan. He special- izes in community law, governing co-op and condominium properties. “Boards,” he says, “have been permitted to meet via conference-type call for a long time. Under Section 708(c) of the Business Corporation Law, unless restricted by the certificate of incorporation or the bylaws, one or more board members can partici- pate by means of a conference telephone. I have personally not seen any bylaws that restrict this type of meeting. That’s not to say that they may not be out there, how- ever—so check your bylaws and certifi- cate of incorporation.” That said, “The stipulation is that all persons must be able to hear each other at the same time,” Freedland continues. “A Zoom or other type of video call cer- tainly complies with this provision of the bylaws. As a result of that, the vast major- ity—if not all—of the boards I represent have been meeting through some type of video chat platform since March. Many board members have been away from the city during the summer, and this type of meeting has allowed everyone to partici- pate and board meetings to have a quo- rum while people may be outside of the city.” The Annual Meeting Along with periodic board-only meet- ings, most residential communities also meet en masse once or twice a year to elect officers, conduct community busi- ness, vote on items requiring resident input, and keep shareholders and own- ers abreast of what’s happening with their most important investment—their home. In virtually all states, these meet- ings are mandated by law, so holding an annual, public meeting is one of the pri- mary duties of the board. Traditionally, these meetings are held in person, but in the age of COVID-19, close quarters and raised voices (which aren’t uncommon during these all-hands gatherings) are the conduit by which the virus is spread. So what options does a responsible board have? “Most of my clients have moved to vir- tual annual meetings as well,” says Freed- land. “I think the upcoming annual meet- ing season, which has been delayed from its usual May/June time period, may be challenging, though. Having Zoom an- nual meetings for smaller buildings is not difficult, but I think some of the larger buildings—those with 200 or more units, for example—may find a video call annu- al meeting a challenge. Collecting proxies and ballots also will be different. Hand- ing documents to a person at a meeting is much easier than hundreds of people emailing/faxing/mailing them back. I had a Zoom annual \[meeting\] for a seven- unit building, and it was flawless. But the greater the numbers, the more room for has been a little more challenging. Most complication.” What if a community can’t—or won’t— hold their meeting entirely in a virtual mail has been helpful for day-to-day busi- medium? Shapiro has a hybrid solution. ness. While official notices usually must “With some boards, I’ve set up a proce- dure wherein (assuming their documents ary means in addition, which could be via allow proxies) one person is appointed as e-mail as a courtesy.” the holder of a directed proxy for the pur- pose of establishing a quorum, and then that some of her clients have successfully a second voting proxy for the individu- als who would have voted at the meeting. to accommodate social distancing, and This must be done individually for each everyone wore masks for the duration. owner. If a unit is owned by more than one Owners brought their own chairs, the person, only one is necessary for proxy— so no splitting votes between, say, a hus- band and wife. On the date of the meet- ing, envelopes are counted and opened. A veniences of the current crisis. The one quorum is established first, then votes are counted, and we announce who is on the board. Often, I have been designated the proxy holder, and I’m the only one who knows who anyone voted for.” Shapiro stresses that if e-voting is al- ready permitted, then a building or HOA should go with e-voting. That said, she recommends a combination of traditional and electronic measures to make sure that people who don’t or can’t e-vote—perhaps because of disability or lack of computer or internet access—are included in the process. Even with e-voting allowed, it may only go to the vote itself, not with the quorum, as recently happened in the au- thor’s building. In his 54-unit co-op in upper Manhattan, the quorum vote had to be done by paper ballot separately from the actual ballot for the board election. The annual meeting itself was conducted online through Zoom. Potential Pitfalls During the profound upheaval caused by the pandemic, “I think keeping resi- dents engaged has probably been tough,” says Freedland. In Manhattan, and New York City in general, “Any buildings over the summer saw a significant number of residents who left the city,” he says. “Thus, communicating with shareholders buildings keep lists of e-mail addresses and continuing the communications by e- be mailed, they can be sent by a second- Shapiro offers an in-person alternative used. They held their meeting outdoors, board had ample hand sanitizer on hand, and everyone was respectful of the limi- tations and understanding of the incon- potential problem point was the ability to hear others speaking. Passing around a megaphone or cordless mic obvious- ly wasn’t advisable, so some residents brought their own. “You do the best you can and think out- side the box to keep stuff going,” says Sha- piro. “You can’t just throw up your hands because of COVID and stop functioning. You have to find ways to succeed.” n A J Sidransky is a staff writer/reporter for New England Condominium, and a published novelist. COMMUNITY... continued from page 8 “You do the best you can and think outside the box to keep stuff going. You can’t just throw up your hands because of COVID and stop functioning. You have to find ways to succeed.” —Ellen Shapiro Disease Control and Prevention (CDC) for employee protection, and allow flex- ible staffing in order to employ workers laid off from buildings in the commercial or office sector, or to fill shortages where staff needed to quarantine after exposure or contraction of the virus, or had under- lying health concerns and were therefore staying home or isolated. According to González, while most 32BJ members working in residential properties were happy to be employed at a time when millions of other Americans were losing their jobs, they still had to contend with the risks of contracting and spreading the virus on their commute to and from work—which by and large involved either public transportation or carpooling, at a time when mask wear- ing and social distancing had not be- come municipally mandated. And their risks didn’t end when they got to work: as states and municipalities locked down in the spring, PPE was in woefully short supply, residents who were normally at work or school were now confined to the buildings, and official guidance was sparse and inconsistent, to say the least. Although there was “a lot of mental and emotional strain \[on\] the guys” at the time, González expressed that the closeness of residential building employ- ees’ relationships with those who live in and operate their workplaces gave many workers the motivation to maintain the “continuity of service” that their jobs require. And across the nation, many boards, residents, and managers offered accommodation and appreciation to their property service workers with free park- ing (made available when many owners with cars fled urban apartments for more spacious and isolated living situations), hot meals, evening applause, and PPE donations. At The Residences at Pier 4 in Boston, for example, general manager Jeremy DiFlaminies with FirstService Residen- tial enlisted his wife to sew upwards of 60 masks for building staff. Residents of Seward Park Cooperative in lower Manhattan organized a fund to provide meals to staff under a partnership with the co-op’s commercial tenant restau- rants—thereby supporting local busi- nesses, keeping their own commercial tenants afloat, and offering appreciation to their hard-working building employ- ees in one fell swoop. And in Miami, a group of condo boards called the Brickell Alliance organized two first-responders appreciation events with banners and a parade of cars honking for the police, firefighters, EMTs, and their own build- ing service workers on the front lines of the pandemic. A Unified Approach According to Brickell Alliance presi- dent Marta Arnold, who serves on the board of The Palace condo building, her board worked with their management company, KW Property Management & Consulting, to make proactive decisions at the onset of the coronavirus crisis. She says that since certain workers at the con- do’s three towers—including front desk, security rovers, and gate personnel—are employees of KW, while others—like va- let and cleaning staff—are subcontracted from outside vendors, it was important to line up protocols and procedures to “make sure that everyone is on the same page.” After the Alliance impressed upon the city of Miami the importance of desig- nating building service workers as ‘essen- tial’ employees who could continue to go to work in the event of shutdowns or cur- fews, they were able to come up with uni- fied regulations and guidelines to share among the condos. Even though the 20 or so buildings in the Alliance have different structures, populations, and facilities, ap- proaching the ever-changing landscape of the crisis cooperatively proved effec- tive in encouraging compliance and fos- tering a sense of assurance—from both residents and staff of the buildings. Arnold says that the Alliance’s func- tion was especially important given the dearth of initial guidance from the gov- ernment. Even when local protocols did start to trickle in, Florida’s statewide mandates might differ from Miami’s, which in turn might differ from Miami- SUPPORTING... continued from page 1 continued on page 12