What Happens When a Co-op Can't Reach Quorum

A 450-unit co-op in the Bronx spent years unable to get enough shareholders engaged to hold a valid board election. Linda Gibbs, owner and president of Honest Ballot, has spent nearly three decades helping buildings like this one solve that exact problem, mixing paper ballots, phone voting, and online systems to chase down the votes that keep slipping away. She talks candidly about what it takes to rebuild trust in a community that's stopped showing up, the surprising tension that erupts once ballots are finally counted, and one election gone so wrong that security had to get involved. It's a rare look inside the machinery that keeps community governance running, and a reminder that even routine elections can turn into something far more dramatic than anyone expects. Habitat's Emily Myers conducts the interview.

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Transcript

NYC Best: Problem Solved is sponsored by NYC Best Property Management. NYC Best Property Management partners with co-op, condo, and community association boards, developers, and high-rise property owners to provide expert guidance on operational decisions and budget strategies, ensuring efficient and effective property management.

At NYC Best Property Management, we go beyond just managing properties. We focus on creating a place where you truly feel at home. Together, we make living easy and enjoyable. Contact info@nycmgt.com to learn what NYC Best Property Management can do for you 

Emily Myers: Welcome to Problem Solved, a conversation about challenges facing New York's co-op and condo board directors.

I'm Emily Myers with Habitat Magazine, and I'm joined by Linda Gibbs, owner and president of Honest Ballot. Linda, thanks so much for being here. 

Linda Gibbs: Thank you for having me. 

Emily Myers: Board elections are supposed to be straightforward, but in many co-ops and condos, they're anything but. Sometimes residents want to remove a board, but they can't reach quorum.

Other times, disputes derail the outcome. Linda, Honest Ballot is an outside election company, and you're working, I think, with Executive Towers, a 450-unit co-op in the Bronx. I believe they reached out to you with quorum issues. Can you explain what was happening in the building? 

Linda Gibbs: Yes. For quite a time, they haven't gotten it through the years, and they've been dealing with me for a very long time, since 2016, believe it or not.

And it wound up that as time goes by, then there's new things to work on, and when we got online and telephone implanted in our computer and in our company, I said, "This'll be a great idea for the condos and co-ops that don't reach it." So therefore, that's what's happened. 

Emily Myers: Okay, so just explain to me though, why were they not able to reach quorum?

They just weren't able to engage enough shareholders to come to meetings because, of course, quorum is a minimum number of members who must participate in a meeting or a vote for the decisions there to be valid. 

Linda Gibbs: Yes, that's correct. They either have to... It goes by the bylaws, so it either they have to have 50% plus or down to one-third.

It helps them, but I think what's happened is we had institute things for them so would- they wouldn't have problems. So we just went ahead and said, "Let us try to help you," and sure enough, what we do, they do get a quorum. 

Emily Myers: Okay. So the solutions that you brought to them were, as you mentioned, being able to vote online.

Is that what you're, 

Linda Gibbs: what you're introducing? Yes. What we do is we call it a hybrid. Hybrid is when we do a mailing. They may have one mailing or two mailings, and we usually do soup to nuts makeup. I always like to make sure that we can help them with the quorum because I want them to have an election.

I don't want them to have an extension where they have to have another one, and they have to wait and not know until a quorum is reached, and it costs money to do that, and I try not to. I try to help them. So sure enough, they get the mailing, they get online, they get the telephone because we try to help everyone, and then they get locked ballot boxes either in their management office or either their three buildings or six buildings or 10 buildings.

And then the day of the election call and t- speak to each other before. So in other words, management or someone will call my office and say, "How many did we get this week?" 'Cause I allow them to do that. I say, "Call us and we can help you." "We're missing five." Really? Guess what? We're gonna bring our computer, which they do touch screen, at the day of their annual meeting, or we do it in per- person by paper, either way.

And we make sure they put it by mailboxes and say, "Don't forget to vote." So we manage to help them get that quorum. I'll do everything in my power to help them. 

Emily Myers: Do you use tools like proxy collection as well as online voting? 

Linda Gibbs: Yes, we do proxy, yes, of course, and absentee ballots, yes. 

Emily Myers: Okay. And how involved are you in, in reminder campaigns, getting the word out about the election?

Linda Gibbs: That's what we try to do. Management is not gonna try to do that unless they're told by, say, the election company or third party, because we want them to have it. Now, we follow the rules. Like I said, we're only as good as what we get. So if online, 'cause we do email blasts, so if we see that they're low, we'll send out one or two more, and- They're accepted and we do get it.

And then the other is the meeting, of course, we have them call before we go to the meeting to make sure that they voted. And if not, then they say, "Oh, I forgot, but I'll do it at the meeting." So we push it. We push it for them. It's their business, but I do it because I think Honest Ballot's been in existence for a very long time, and we want them to have an honest and fair elections.

That's all we try to do. 

Emily Myers: Okay. What are emotions like in a building when elections become contentious or, the board, shareholders want to put in a new board but can't get this important quorum? 

Linda Gibbs: Unfortunately, there are a lot of problems because it's always the loser that carries on and has the dispute.

But what, again, what we do is at the end of an election, if they have an election and they have a quorum and everything ran smoothly, we give them a certification with a gold seal on it that holds up in court. So they have so many days to have their ironies taken care of if they have any problems. But when you get that, it's a done deal, so they can't protest anymore.

There are a lot of problems when you have a board change or a removal of a board or removal of a person on, the platform, and it's sad, but they have to go through it, and then they all have their differences, which, again, we're third party, but we work with everybody. But I only really try to work with managements.

We don't try to work with the customers 'cause we can't take... We'll listen sometimes, but we'll say, "You know what? We can't make any decision for you. You must deal with your, either your management company or your board or your l- or the lawyer of the company." 

Emily Myers: Okay. So do you prefer working with boards that have a management company in place?

Linda Gibbs: Usually it's good that way because they're organized. When they don't have one and they call me, I have to find out what their needs are before I take it on. Because if I see they're already in a situation with a problem with lawyers, or they have a situation with something that's going on for a court situation, I don't get involved.

I can't do that. 

Emily Myers: Okay. So obviously having an independent third party to run the election, presumably the idea is that they are smoother elections and you avoid some of the contention that can result 

Linda Gibbs: I try. 

Emily Myers: Do you think a quorum problem's becoming more common in co-ops and condos or are they perhaps getting less because of the online voting?

Linda Gibbs: No, I think the condos and co-ops now they have good problems that can be worked on, but I'm only as good, again, what we get. So we do have special meetings. They may call for a special meeting, and that's when they have to do an amendment vote, which is good. We do that. We help with that. And again, you need 66 and two-thirds for that.

Constantly I tell them, "You have to do this, please. You have to go online, you have to have paper that goes b- in, back and forth, and you have to have paper that says, 'Please notice. Did you vote?' And if not, call Honest Ballot, and then we will send it over to them or do the email blast. Or come in with a computer," which we do online voting, which is through a laptop.

We have a program that we have. Nobody can get into it, and we do the part that they can vote on a Saturday or a Sunday, so this way we get them all going and moving. Unfortunately Honest Ballot works 24/7, huh? That's the job. I love it. I can't stop. I don't know why, but I have such joy and feel great when there is a good election.

I don't care about the money so much, saying you gotta do it again." No, I want it over and done with and get somebody new. That's-- I'm from the old school, I can't help it. The new generation that are coming in, they just wanna do online, which is fine. But guess what? You have older people.

That's who we work with. Everybody. 

Emily Myers: Do you think that the voting in person bringing, brings the community together and perhaps gets more engagement? 

Linda Gibbs: It should. It should. Not all the time. I've been at plenty of elections that we have and we sign them in and then they go into their meeting, and if they voted, they still go in.

If they didn't vote, we give them the ballot. They vote it or they'll hold onto it unless they have voters from the floor. If they didn't get people to run on the board, they may have that election from the floor. And everybody's open for everything to try to work it out. But again, when there is problems within the community, it's a sad situation because it's like regular public elections, there you have the good, the bad, and the ugly, that sort of thing. So we try to do it good before we go into the field for them to help them, and we usually know what it's missing so we can try to help them in that last bit of their election 

Emily Myers: What mistakes do boards make when they're trying to run the elections themselves?

Clearly you would advocate that they brought in a third party, but- 

Linda Gibbs: Yeah. The main mistakes are then they're divided, and then there's a war going on. Put it that way. They, somebody doesn't like the president and then what they wanna do is they wanna get rid of the pre- president. So you have to have a majority.

Again, it goes along with the bylaws, and the ruling of what it says you have to follow, but not everybody does. And again, when there is a situation, they have a problem, they don't like who was hired or they w- didn't like who was voted for, you have to stay with that for one year. Or if you have a situation, they have different levels for one year, two years, or three years, which I think that's good too.

S- instead of having one year for everybody, that's not enough time for them to work and do their job that they're supposed to do for the condo or the co-op. They need more time to put it together and work with their people. But that's my doing, 

Emily Myers: yeah. You would advocate for a sort of staggered 

Linda Gibbs: Yes.

Staggered terms ... board members. 

Emily Myers: So the- Yes ... staggered terms, yeah. 

Linda Gibbs: Yeah. Okay. Definitely, 'cause it gives them to finish the job they started. Because what happens, the second rate comes in and they make a difference, and then they either charge more. It's a shame. Like I said, I'm doing this 30 years, this business.

So I s- seen it come, go, and everything, and I still have the burn for it because I still feel that there's so much to be had, and it's happening now. I know the AI is out there and what's going on with that, but I believe in everything that will make it better. That's what we have to try to do. 

Emily Myers: Okay. So having been in the business for 30 years what then is your biggest takeaway for boards who are perhaps struggling with their elections?

They may have had contention before. Maybe they've got into a sweet spot and they think they, they can do it on their own. What would you say is the mo- the biggest takeaway for them? 

Linda Gibbs: What I would try to do is help, and I would try to do a Zoom before they had their meeting. I think that's a very good thing to do, and this way I can see who's on the board, I can hear what some of their problems are, and what they're trying to capture.

And because when you see them and hear them that way, I can get only three when I see something like this, or they have maybe 23 that are running. But it works out. They work out situations when they want it. 

Emily Myers: Okay, so it's challenging when there are lots of board members running for the- 

Linda Gibbs: Exactly

Emily Myers: board election. Okay. And you said you would have a Zoom before the meeting. You're talking about how you would familiarize yourself with the building- 

Linda Gibbs: Yes ... with you before you went 

Emily Myers: to do an election. 

Linda Gibbs: Yes, because I am running it for them, overseeing it for them. And if anything goes wrong, it's my fault.

I take the blame for it, and I will, honestly do. But when you have a situation that you have sponsors and you have different people running, and they're not happy, and they already have a problem, I have to find out, do you have a court case? If they have a court case, I said excuse me, but I cannot take on your election, if you don't mind.

I have to refrain from it." And then if they don't and it just have problems, then we'll talk about it, and then we'll see how we can get the votes, 'cause that's how I do the votes. I don't do anything else. Unless they have an amendment that they do and they have to change some laws, then they do all the wording.

The lawyer comes with the information to the management comes to Honest Ballot, and then all three of us are together, so we know what we have to do and how we do it, and how the vote should be. For or against, or yes or no, things like that. Being in this business so long, I try to... It's like a doctor.

I try to hear what they have to do and say. And you have to have patience. And there are times I was attacked, believe it or not. Somebody came in and carried on, and it was sad. And it was somebody who didn't like the board, and the election happened, and I gave them the certification, and it was fine But somebody came running in here, and I had to call security to get her out.

So we do get irate people in the situations if they're not happy. 

Emily Myers: I was gonna ask whether perhaps having a third-party election company does, reduces the tension and builds a better community. But you're saying, in a sense, sometimes that that tension is just perhaps inherent in the building.

Linda Gibbs: Yeah. It p- it can be. They have a disliking for that person, and they can't get rid of that person, and that's a sad situation. And I feel for them because they can't do anything about it. But they have to go along with it. They have to try to work it out amongst themselves. We get involved with our people because we want them to be happy with the election that we did for them, and that's all we do.

We work from the beginning to end, and usually it takes 30 days to work on election. But then there are times they'll call me the last minute I did all the work. I just need you to tally." And then I say that's not good," because I didn't do it. But I do extend myself to help them, but then I don't give them a certification.

I'll give them a confirmation. So I extend myself. I do that. But sometimes I shouldn't, but I can't help it, but because we try to make them happy, and we try to make it work for them. 

Emily Myers: Yeah. And as you point out, there are different levels, then, of your engagement and your involvement with a building.

Linda, thanks so much. 

Linda Gibbs: I hope I helped people that needed help. It's my pleasure to help, and thank 

Emily Myers: you for this. That's Linda Gibbs, owner, Linda Gibbs, owner and president of Honest Ballot. And our Problem Solved series dives into dozens of real-world examples of governance issues, interior design challenges, and major engineering projects with cost-saving tips, board-focused strategy, and of course, lessons learned.

If you're a board member with your own story to share, we'd also love to hear from you. Please do get in touch online at habitatmag.com or through the contact details in the monthly print magazine. 

Honest Ballot: You've been listening to Linda Gibbs, president of Honest Ballot. Co-op and condo board elections should be simple, secure, and trusted.

Honest Ballot helps boards manage elections with accurate voting and full-service support, from paper ballots to online and telephone voting. With more than 100 years of experience, Honest Ballot brings professionalism and confidence to every election so your community can focus on governance, not guesswork.

Visit honestballot.com to make your next board election secure, accessible, and accurate.