Summary
Two attorney opinions, obtained roughly a year apart, addressing whether the Board could make meeting attendance a formal eligibility requirement for serving as a Director. The first (Patrick Costello, CS&R, June 16, 2025) addresses only a “good standing” (assessment-current) requirement and states outright that an attendance-based requirement would be unenforceable. The second (a separate attorney retained by API; date not provided) goes further, addressing director removal generally, and states that “the only way an individual can be removed from the board is by a 2/3 vote of the owners.”
This second statement directly conflicts with By-Laws §5.11 as already ingested in this wiki, which gives the Board itself the power to remove a Director — with or without cause — by a 2/3 vote of Directors then serving, with no owner vote required. That exact provision was cited as the basis for the Board’s July 16, 2026 removal of Neel Sharma (see minutes-2026-07-16, board-of-directors). If the second attorney’s reading of Illinois law is correct, the Sharma removal’s validity may be in question. (Update, October 2026, per user: a later legal review reached that conclusion — the removal was not binding and Sharma remains a Director. This page’s text below is left as originally ingested.)
A second, narrower conflict: Costello states the By-Laws can be amended by a 2/3 Board vote alone (matching the By-Laws’ own Article XII text, already in amendment-process). API’s separate counsel states amending the By-Laws to add a good-standing requirement “would require the affirmative vote of 2/3 of the membership” — contradicting both Costello and the By-Laws text itself.
Key Provisions
- Costello: sole current Board eligibility requirement is being an Owner/Voting Member (By-Laws §5.01); a “good standing” (assessments current) requirement could be added by 2/3 Board vote at an open meeting with notice to owners — no owner vote needed; an attendance requirement would be unenforceable
- API’s counsel: any new eligibility requirement (e.g., good standing) requires a 2/3 vote of the membership to add via By-Laws amendment; attendance requirements are not typically found in governing documents and cannot be imposed retroactively on a sitting Director; states removal from the Board requires a 2/3 owner vote “under the law”
- API’s counsel recommends a non-binding board oath in lieu of a formal attendance mandate
Topics Covered
board-elections-and-terms, amendment-process, board-of-directors
Notable Details
- Conflict 1 (removal authority) — resolved in API counsel’s favor (per user, October 2026): API’s counsel’s statement that director removal requires a 2/3 owner vote contradicted By-Laws §5.11 (Board may remove a Director by 2/3 Director vote, no owner vote) — the provision used for Neel Sharma’s July 16, 2026 removal. The user reports that a later legal review concluded the Board cannot remove a Director without a homeowner vote, so the removal was not binding and Sharma remains on the Board (he attended and voted on October 1, 2026 — minutes-2026-10-01). The later review itself is not in the wiki; the By-Laws §5.11 text has not been amended.
- Conflict 2 (By-Laws amendment threshold): Costello and the By-Laws’ own Article XII text agree amendment requires only a 2/3 Director vote; API’s counsel states it requires 2/3 of the membership. Not resolved.
- Both attorneys agree meeting attendance cannot cleanly be made a formal, self-executing eligibility/removal trigger in the governing documents — consistent with the “pending legal confirmation” status already recorded for the July 16, 2026 nomination-attendance vote.
- API’s counsel and the exact date of the second email were not provided by the user — only the pasted email text.
- No raw file was uploaded for this correspondence; the email text was pasted into chat and preserved verbatim in raw/other/legal-correspondence-attendance-removal-2025-2026.md.