The need to change the by-laws
“If Washington were President now, he
would have to learn our ways or lose his next election. Only fools and
theorists imagine that our society can be handled with gloves or long
poles. One must make one's self a part of it.
If virtue won't answer our purpose,
we must use vice, or our opponents will put us out of office, and this
was as true in Washington's day as it is now, and always will be.”
—Henry Brooks Adams
Condominiums are private non-profit corporations so when there is an
election, they do not have to follow the same rules and regulations as
our political elections. Nor do they have to follow the same procedures as
our trade unions, service clubs or any other condo corporation.
The board can be arbitrary and underhanded as long as they follow the Act
and the corporation's by-laws. However, they cannot blatantly violate
democratic principles to that the process and results could be
successfully challenged in the courts.
How do they get away with it?
This can be explained in two words. Apathy and ignorance among the owners.
When the incumbent directors at one Etobicoke condo were worried about
unseated at the next AGM, they passed a new by-law changing the
requirements to be a director.
One change was to prevent anyone who was in a legal dispute with the condo corporation
from being a director. The owners were told this was to prevent a
Of course they had certain individuals in mind. The board sued all the
members of the previous board. Therefore as long as the court
application was active, none were eligible to
run for election.
A second change, By-law # 5, stated that all directors
had to reside in the corporation. This change was designed to prevent a couple of
owners, who owned several units but did not live in the
building, from ever being re-elected to the board.
This is quite the by-law. It is clearly designed to take the right to
serve on the board away from certain owners to benefit the incumbents.
Another great victory for the enemies of democracy.
It made me think of this spoof in The
One difficulty was that By-law #5 had to be ratified by the owners. How
that horse apple was stick-handled past the owners at an AGM is
described in the previous chapter.
Existing election by-laws
Most owners have not read their by-laws and even those who have,
largely ignore their condo's election by-laws. Anyone who is thinking
of running for the board must read and understand their election
Some boards will attempt—and many succeed—in passing anti-democratic by-laws so they will retain power.
A by-law may state that only owner-residents are eligible to be a
director. This prevents owners who lease out their units from being on
the board. They must pay their monthly assessments (taxes) but have no
say in how their money is spent.
Some condos have a by-law stating that if a director runs afoul of the
majority of directors, the rest of the directors can kick the
"troublemaker" off the board.
The by-law may read as below:
Acknowledgment & Direction:
I, the undersigned, understand that, in addition to satisfying my
standard of care as prescribed by the Act, as a director I must always
act in the best interests of the Corporation. In this regard, 1
acknowledge that the provisions within this Directors' Code of Ethics
forms an important and integral part of establishing the care and
responsibility that I as a director of the Corporation am entrusted to
fulfill. Accordingly if it is determined that I have violated the
provisions of the Directors' Code of Ethics on three (3) occasions over
the course of my term, in accordance with Section 6.03 of the
Corporation's By-law No. 6, then I understand that I will cease being
qualified to be a director of the Corporation and accordingly forthwith
tender my resignation, failing which it shall be deemed to have been
given. I understand that this requirement is applicable to all
directors of the Corporation and hereby agree to same.
That keeps the minority directors in line. However, what about the
disgruntled owners. To keep them in line, one condo law firm adds
this wording in the by-law packages they sell to condos.
No other committee, association or group that purports to be, or may be
construed by others to be, officially sanctioned by the Corporation by
name, or otherwise, or is used as a means to disseminate misleading
information, as determined by the board in its full and unfettered
discretion, shall be permitted. This includes any medium used in this
regard including, but not limited to, newsletters, emails and web
sites. The owner or operator of such committees or associations,
as the case may be, shall take all corrective steps, as may be
requested and deemed necessary by the Corporation, immediately upon
written request for same, failing which the Corporation is authorized
to commence formal proceedings including, but not limited to, an
application for compliance under section 134 of the Act. Any costs
incurred by the Corporation, as related to this provision, are
collectible in accordance with Article XIV of this By-law.
In other words, the majority of directors can vote to shutdown any form
of communications used by a group of owners to communicate to the other
owners. This censorship is backed by the threat of expensive legal fees
which may be collected by a lien placed on their units.