Looking for advice: OMC Director dealing with inactive directors, managing agent concerns and considering an EGM

[TomEdison]

The whole point about a corporation is that its a mechanism for acting collectively. You describe the other two directors as doing pretty bad job — lazy, uninterested complacent, no notion of what they are supposed to be doing. Their duties are owed to the shareholders — not to you personally, but to the shareholders collectively. If you want to change this situation, you have to work with other shareholders — i.e. other owners of units in the development. If there's enough of you, and you are willing to act, you can remove one or both of these directors and replace them with people who will do a better job. It's a tactical decision whether you try to force this in a dramatic way through an EGM, or bide your time and seek to replace them in when their re-election comes up in the ordinary course. But there really is no other way to fix this.

 

[DeeKie]

What do your neighbour owners think of the situation? Might be a time to expand your connection with your community and see if others can help you change.

 

[Threadser]

How well do you know your neighbours/other owners? In my experience, members of the OMC will not put themselves forwards to be a director unless they are asked. When one of the directors of our board stepped away last year due to family commitments I asked one of my neighbours who has a legal background would they consider putting themselves forward. Thankfully he agreed and has been an asset to the board.

 

[Whiteglass_ale]

Their duties are owed to the shareholders — not to you personally, but to the shareholders collectively

I have to say, I like this and its something I think about, A lot of issues of the development have no impact to me, I just want to make it a nicer area to live in. These two others are only ever in it for themselves, but I will be taking this line and using it with them.

Unfortunately there is and has been historically very little engagement from members of the OMC and it appears to be getting even worse due to lack of changes, imrpovements, basics being done.

Thanks all for letting me rant.

 

[Threadser]

historically very little engagement from members of the OMC

This is the nub of the problem and applies to a lot of OMCs. Members will complain at the AGM once a year but few would be prepared to do anything to change the situation, least of all volunteer to be a Director. You need to find at least one other member who will be of the same mindset of yourself and who understands the role and remit of being a Director and is prepared to take it on. Then you can move the situation forward. At the moment the other two directors you mentioned can have the majority in any board decision and this situation will have to change before you can affect the necessary change. A change in Managing Agent has to be your first priority for any new board.