Dealing with a belligerent board member

The number of associations that have to deal with a belligerent or loose-cannon board member appears to be trending upward. The issues range from the simply rude board member to the board member who shares confidential information with unit owners.

Dealing with such an individual can be time consuming and exhausting for fellow board members. There are a variety of steps that a board can take to try and reign in the problem board member. I am going to address some of them here.

First, a board member or two could sit down informally with the board member who is creating the issue, point out the problems, and try and resolve the problems in an informal setting. Such a setting may be more conducive to resolution than any of the more formal proceedings discussed below.

Next, if further inappropriate action is taken by this board member that is out of order at a board meeting, the chair of the meeting should advise the board member that he or she is out of order, that they should refrain from the action (e.g., speaking without being recognized by the chair, interrupting or being belligerent), and that they will be asked to leave the meeting if they continue.

If the board member continues to act improperly at the meeting, the chair of the meeting should direct the board member to leave the meeting. This can; however, lead to an increase in the level of emotion at the meeting, so a judgment has to be made as to whether such a request will only act to further incite an already tense and emotional situation.

Or, the board can sanction the offending board member for improper conduct. Sanctions are issued in the form of a verbal reprimand, and often take place in a "closed" session of the board, or through a written reprimand to the offending board member with the prior approval of the board. However, to send a stronger message to the board member if the problem persists, the board could issue the reprimand at an open portion of the meeting attended by unit owners.

If the board member serves in an officer position, the board could remove the board member from that position. This would not require owner approval. The association's declaration would have to be reviewed to determine if the removal meets the standard "for cause," and as to the number of board votes required to remove the board member from an officer position.

The vote to remove the board member from an officer position must take place at an open meeting of the board. Although removed from an officer position, the board member would remain on the board.

More serious or continued transgressions could constitute the basis for removal of a board member from the board. The removal of a board member from the board requires the vote of the owners (not just the board), at a meeting of the association. The governing documents for the association would have to be reviewed to determine the number of votes it would take to remove a board member, and whether removal must be "for cause." And the process can be complicated if the association's governing documents provide for "cumulative" voting.

Before proceeding with this harsh remedy of removal, board members could first ask the board member to voluntarily resign to avoid the potential embarrassment of a removal. This request should be accompanied by a promise that the board will seek the owner vote to remove the board member if he/she does not voluntarily resign. Some board members will take the "cue" to avoid the airing of their "dirty laundry" and will resign; others won't.

The bottom line is that a board needs to stop the hellion from distracting the board from its business.

• David M. Bendoff is an attorney with Kovitz Shifrin Nesbit in Buffalo Grove. Send questions for the column to him at CondoTalk@ksnlaw.com. The firm provides legal service to condominium, townhouse, homeowner associations and housing cooperatives. This column is not a substitute for consultation with legal counsel.