Depositions

During your service as a manager or Board member, there is a good chance that you will be called in for a deposition - involving a conflict about collections, compliance violations, or a dispute with a vendor. Preparing for this eventuality is crucial to avoid exposing yourself and the Association to expensive legal proceedings.  Take the following steps to prepare after receiving a summons:

• Do not appear at the deposition without the presence of legal counsel.Notify the Association’s attorney, and follow his/her advice.  Get with the attorney prior to the deposition to orient yourself.
• Do not bring any written materials with you unless your legal counsel advises otherwise.  Anything you bring can be used as an exhibit in court.
• Dress comfortably and take breaks – some depositions last four or more hours.
• Do not hold discussions with your attorney during breaks – these may not be protected under attorney-client privilege.
• Legal proceedings can be intimidating, since you are in an unfamiliar environment operating under an arcane set of rules.   Do not allow the opposing counsel to “set your mind at ease” because of this situation. 
• During the deposition, the opposing counsel may admonish you or ask questions on seemingly unrelated topics (for example – by asking “what medications you are taking”).  Just make sure that you maintain your cool.  Focus on the reason for the deposition. 
• You don’t score points against the opposing counsel.  Don’t waste time attempting to persuade or charm.
• Take time in answering questions to avoid contradicting yourself.
• This is not the venue to “tell your story”.  Keep your responses brief.  Don’t expound or speculate. Answer the question as directly and concisely as possible.
• Avoid the urge to help end the deposition quickly by volunteering information.  Although you have nothing to hide, providing additional information only creates opportunities for the opposing side. 
• The best answers are:  “Yes,” “No,” “I don’t know,” “I don’t recall” and “Please rephrase the question.”  If the opposing attorney asks if you know what day of the week it is, the correct response is “Yes,” not “Monday”.
•  If videotaping is involved, dress and conduct yourself as if it will play on the nightly news.  Your body language and level of confidence will only be exaggerated in the recording.

Again, depositions are not uncommon within this industry. As a board member or a manager, the question more than likely is “When?” you will be called to your first deposition as opposed to “If?” As a result, preparation is absolutely key. If you are unsure about any of the topics touched on above, or have any questions regarding depositions, make sure that you contact your Association’s attorney.

Missed Obligations

Boards frequently face the issue of directors who only attend meetings on a sporadic basis; fail to be prepared for the meetings; or who spread disagreements in the community about Board decisions. These items can create issues not only for the entire Board, but can also cause some serious concerns for the individual involved.

Missed Meetings & No Preparation

Missing multiple meetings, even if not consecutively, is unacceptable.  Due to the potential liability involved (missing meetings is a violation of duties), these individuals should resign to protect themselves (and the Association) from lawsuits by homeowners.

Sowing Dissension

At times, the Board deliberates in private, but must show a single front supporting decisions regardless of individual votes. Not doing so can potentially result in losing insurance protection and needlessly exposing the Association to lawsuits. 

Losing Protection

The Directors & Officers insurance coverage may not extend to Board members who show a pattern of missed meetings (typically three meetings missed in one year), as well as those who fail to fulfill their other obligations (such as preparing for the meetings in advance and voting on all matters, rather than abstaining).  This means that the individual director will need to find some other means to finance a legal defense.  This loss of coverage is happening more frequently in recent years and is obviously a big concern!

To Serve

In light of the above, each Board member should re-examine his or her past and current commitment to service - being mindful of the duties expected in the State of Georgia:

        Fiduciary Duty - act in good faith for the benefit of, or in the interests of, the Association.  This means that you are entrusted with the care, protection, and use of the property.  It also includes the sometimes painful and politically unfavorable obligation to increase the budget to address safety issues or items that would degrade the value of the property.  Examples of Fiduciary Duties:

o   Not taking advantage of your position to further your own needs

o   Acting honestly and industriously

o   Never using information gained through your privileged position to advantage a family member/friend/associate

o   Providing adequate information to authorized people or members when requested and not misleading them in any way

o   Never knowingly placing the Board Association in a potentially litigious position

        Duty of Loyalty - You are required to place loyalty to the Association above other interests.  You must minimize potential and actual conflicts of interest.  This area also covers the obligation to maintain confidentiality.

        Duty of Care - exercise powers and discharge duties with the diligence of a "reasonable person":

o   Educate yourself on a matter

o   Regularly attend meetings

o   Look for opportunities to advance the Board’s cause

o   Ensure good financial reporting practices are observed

        Duty of Obedience - This one is the least known, but was laid out in a Georgia Supreme Court ruling (Shorter College vs. Baptist Convention of Georgia).  It requires that directors of non-profits ensure that the mission of the corporation is carried out.  You must be faithful to the purposes, mission and goals of the Association.

 

As always, consult with the Association’s legal counsel and insurance agent to clarify the above information for your particular situation.

Habitat for Humanity

We, at Access Management Group, do what we do because we are passionate about helping people by fostering strong, harmonious and beautiful communities.  That passion doesn't end when we shut down our computers and walk out of our office.  We also choose to also get involved through local volunteer organizations to continue giving our all.

 

One of our favorite local organizations is Atlanta Habitat for Humanity.  Our employees (and some of their family members) recently volunteered to give back to our community by building a Habitat home.  We spent several Saturdays at our Build house installing roof shingles & insulation and applying paint - both inside and outside of the home.  In addition, we learned how to safely handle the many different tools that were required to complete the various tasks.  Although by the end of the day we were covered in sweat, dirt and construction debris - we really did enjoy learning by actually “doing.”  

It was a great feeling to be able to give back to the community while volunteering with co-workers.  Coming together to help someone realize the dream of homeownership was a feeling that is beyond description.  By the end of the build, we were all so excited that we probably could have worked on the surrounding houses, too!

Our company is committed to our community.  We have decided to help build a house annually and share our experiences with our communities and vendors.  It was wonderful working as a team in building a home for a very deserving family!  We look forward to our 2013 Build!  For more information on the local Habitat for Humanity chapter, please visit: http://www.atlantahabitat.org/

Make Your Annual Meeting a Celebration!

It’s that time of year again!  Fall leaves, crisp air, budgets, and not too far behind…. the Annual Meeting.  Managers and board members are sometimes apprehensive about whether or not the meeting will veer off course to conversations filled with angry accusations and criticisms.  

Instead, challenge your community to celebrate at your Annual Meeting this year.  This is a great time to reflect on the year of events that you've shared as a community and to find the good.  Even the failures can be made into educational springboards for next year successes.

If you take a moment to review your management reports, work orders, and invoices - you will always come across at least one project (that you may have even completely forgotten about) that is sitting there, waiting to be celebrated!

When hosting the meeting, it’s a best practice to keep refreshments to a minimum.  Alcohol and big food spreads are never recommended.  Your meeting is just that- a business meeting; not a social event.  Your goal should be to have things flow smoothly and quickly, and if neighbors want to plan a social event to be held afterward, great!

Now you are probably asking yourself “How do you celebrate in the meeting?”  Here are a few tips: Highlight how certain projects improved the community through increased value, livability, or provided cost savings.  Again, items that went terribly wrong - such as a major insurance loss - can even be acknowledged.  But make sure that you are reminding everyone of the key brief facts surrounding the issue and then noting what measures have been put in place (or will be put in place) to make sure the community is in a better position to respond in the future.  If you are apprehensive about liability for discussing certain topics, consult your legal counsel first.  Once you've highlighted completed projects, you can reveal the new Capital projects slated for the upcoming year.  Select one or two planned projects and discuss why these items were approved, what quarter they are anticipated to be completed and provide some education on these projects.  Always recognize your board and committee members, publicly thanking them for their hard work and dedication to the community.  Take a moment to recognize those members who have gone above and beyond to improve the community.  Last but not least…thank your membership for attending and taking the time to participate in your community’s end of year celebration!