Sunday, January 25, 2015

Should you stay or should you go? Directors- think twice before tendering that resignation!.


How many times have you thought about resigning from your association's board of directors because you felt that your efforts and time were not appreciated at best and were resented at worst? I often tell my association clients that I understand how they feel because I do. I served on my HOA Board for one two-year term. While the overall experience was positive and certainly beneficial considering what I do for a living, I remember one uncomfortable incident that occurred during my time on the Board.

One director (we'll call him Jim for the purpose of this blog) decided that having a certain plant material installed in the community was of utmost importance to him. Jim was ordinarily a very nice guy. However, when I mentioned to him that nothing in our association's governing documents actually authorized the planting project he was steadfastly pursuing, he became a little perturbed. Jim became so perturbed in fact that he asked me to resign from the Board to "maintain our friendship". I was taken aback by the request but gave it some thought and ultimately decided that resigning to avoid a conflict was not the right thing to do. While I often counsel directors that making tough decisions is really a job requirement, I also tell them to consider quality of life issues if the stress of being on the board is too much.

Still, I have seen some directors resign in a huff only later to regret that decision. In Florida, Section 617.0807 of the General Not For Profit Corporate Act provides that a director may resign at any time by delivering a written notice to the board of directors. Such resignation is effective when the notice is delivered unless the notice specifies a later effective date.

The statute further provides that resignations must be in writing and most reasonable people agree that email constitutes written communication. Among the other pernicious aspects of email, resigning in a huff via email can pose a huge problem for association directors who later regret that decision. The statute does not require anyone to actually "accept" the tendered resignation so if a beleaguered director writes an email to his or her fellow directors tendering a resignation in the hopes that someone will talk them out of it, it is already too late as they are off the Board. Of course, he or she can appeal to the board to be reappointed to the seat he or she just vacated by virtue of resigning but there is no guarantee that will happen.

If you are an association director who is considering resigning from your board as a result of conflict with fellow directors, time constraints or perceived hostility from your members, take your time to deliberate on the matter before hitting send on that resignation email.
  

1 comment:

  1. Your post is timely for me since I recently resigned after being publicly insulted by the partner of another Board member. I took a day to think about it, and so far I don't regret it. With some help, I'm hoping to accomplish from behind the scenes initiatives that I began during my years of service. . . with less aggravation.

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