Helpful articles to aid Management Companies, Board Members, and Housing Cooperative Professionals in handling complex legal issues.

NAHC Class Summary

For many years, Randall Pentiuk and his team, April Gallup and Creighton Gallup, have presented various classes to Board members and Management alike, on the legal issues facing cooperatives.


Representing Your Housing Cooperative on the Board of Directors Shaping Your Public Image

One of the most important tenets of any corporation is its public image and its members’ perception of how the individual responsible for managing a corporation acts outside of the board room.


Basic Virtual Meeting Procedure Tips for Housing Cooperatives

Make sure virtual meetings are legally permissible in your State. Sometimes it may require a Bylaw amendment, and/or written policy to maintain the integrity of the meeting and voting process. According to Robert’s Rules of Order Newly Revised, 11th edition, virtual meetings must be authorized in your bylaws. For local governments, if you State has laws permitting you to meet remotely or if your Governor has issued an Executive Order permitting remote meetings, that will supercede Robert’s Rules.


Adopting Ethics and Confidentiality Agreements for Cooperative’s Board of Directors

Members elected to serve on the Board of Directors hold special and unique positions as fiduciaries to the housing cooperative corporation. A Director holds a position of trust, fiduciary and good faith to the housing cooperative to which he or she serves. While members elected or appointed to serve as a Director may not always be the savvy corporate type, it is important for Cooperative’s to establish certain policies, sometimes best contained in an Agreement, for each Director that will spell out that Director’s responsibilities and duties pertaining to ethical corporate conduct and the handling of sensitive, confidential information.


After the Mortgage is Paid Off Changes to the Governing Documents

When HUD is no longer involved, there are two schools of thought as to whether the governing documents should be amended. There is the “Do Nothing School.” The rationale given is that by operation of law, the obsolete references in the articles and bylaws are void; thus, it is unnecessary to amend them.


After the Mortgage Payoff Options for the Cooperative

Excitement is growing as cooperatives that were developed over three decades ago look ahead to the day when their original mortgages are finally paid off. Boards everywhere are asking that lies ahead, and how they should prepare. This article gives valuable guidance on how to look at the issue and to plan properly for the mortgage burning (and its corresponding HUD regulatory agreement termination) event.


Insurance Check-up

In these days of economic distress, insurance companies are facing the same plight as other sectors of business. Like financial institutions, many insurance firms have gone under, stranding their customers with enormous unfunded exposure. For this reason, it has become more important than ever to conduct a periodic review of the Co-op’s insurance policies.


Insurance Pitfalls

When purchasing insurance for single-family homes or apartment dwellings, consumers usually purchase very broad and inclusive policies that are relatively simple to shop for. Cooperative housing, in contrast, divides insurance risks among several individuals and entities through multiple insurance policies affording fairly specific coverages. Although the cooperative dweller likely has a fairly simple shopping experience, cooperative directors must consider coverages for the complex as a whole, individual dwellers and for the themselves in their capacities as directors, officers and employees.


Knowing Your Governing Documents

The governing documents of your cooperative are the tools of corporate control. They set the ground rules within which the members and board must operate. They are the standards by which courts will judge issues. Ignorance of them and how they work among themselves will leave you defenseless to those who do know how to use them. It is the difference between winning and losing.