|Written rules||<– Date –> <– Thread –>|
|From: Gareth (vanillainfo-gw.com)|
|Date: Thu, 25 Aug 94 22:50 CDT|
I would like to add another perspective to what Rob and Jean and others are saying. I have been involved with a cohousing group in Atlanta for several months now, which intends to buy and develop a certain piece of property to create a 12-unit cohousing community. the group is currently at a crisis point, i think every member would agree. at our last meeting we had a member withdraw and I am close to withdrawing. the two of us are the only two new members to join in the past 6 months. (a couple who seemed interested and have been participating have also announced just recently they almost surely won't join.) the issue that above all has caused Patricia to withdraw and me to be on the brink, has to do with written documents. the group formed as a General Partnership under the laws of Georgia. the partnership agreement that everyone initially signed was very open-ended and powerful. it virtually allows the group to do anything and to incur any debt, for with which each partner has UNLIMITED LIABILITY. the agreement does spell out in detail 4 alternate procedures for decision making, although even these are sometimes ambiguous in sometimes vital ways. the agreement does not say that partners will actually live in the Cohousing development, nor specify that they will get their choice of unit. Basically it's an agreement that worked for the people who banded together very early on, given who they were and what stage they were at. The agreement does not work for Patricia and me. When we both joined -- we didn't even know each other, but became friends quickly -- we independently concluded that we would need a revised version of the partnership agreement in order to join as limited partners. I consulted with a lawyer who drafted a "Supplemental Agreement" that allowed me to sign the main document as well as 2 extra pages containing the additional conditions. When we were initially joining the group, we did not receive the "thorough newcomer orientation" that has been referred to here in several posts. Well, we certainly got plenty of pep talks and assurances, but as it later turned out, we were each told things that we wanted to hear, at different times by different people, and we were told that the group would accept the Supplemental Agreement, when in fact the group never did. This issue has been simmering for several weeks now -- it's been a few months, I somehow don't want to count exactly how long it has been becasue it would bum me out. We have two members who are currently blocking consensus on the agreement, although they never spoke up until the last minute after a cycle of discussion and revision and payment of the lawyer. It turns out that these members feel that it is not right fr for new members to join on a basis that is different from the way the original group came together. they insist that if everyone is not on an equal basis, the project is not acceptable. One thing I pointed out is that Patricia has substantial assets and is closer to retirement age than the rest of us, who are virtually all pretty broke. Therefore insisting that she take an "equal risk" in theory, actually requires her to take a greater risk. If anyone should be allowed to be a limited partner then she should. No dice. We have gone round and round with endless explanations to the point that in our last meeting, I said that there is no more sense in explaining. People have had every opportunity to learn and understand the situation. There is a basic resistance here that is not going to be solved by explaining for the 15-th time what's the nature of a General Partnership under law, what "liability" is, etc. Strangely enough, some who resist the admission of new members as limited partners (not all are blocking consensus, but several just don't like the idea) keep repeating 2 contradictory things: (1) It doesn't matter whether a partner has limited or unlimited liability, because the Partnership entity is never going to incur significant liability. (2) It matters a lot -- just because it feels like it matters. I am just by now very angry, tired and fed up with this whole thing. To me the struggle and lack of resolution over the Partnership Agreement issue is just one example in a pattern of group dynamics. The group is not able to make promises that it can deliver on, because of the lack of coherent, clearly understood, shared information about the project -- in written form -- and a lack of willingness to take action on difficult practical decisions involving money and paperwork. As a result the group is not able to bring in new members, which it needs in order to get its project built. If i have any advice or lessons for other groups it would be, do pay attention to the paperwork and make an effort to get some written material (aside from long and wordy legal documents) that you can give to prospective and new members, to give them a briefing on what the group is working to achieve; how it makes decisions; spell out what is known and what isn't yet known about prices per unit, etc. It doesn't have to be long and elaborate or even in complete sentences. It does need to be true!! and agreed upon by all the current group members. I would also say, do not discount the possibility that someone might sue you or that you could get in a legal jam. The level of anger and intransigence in our group right now is just the perfect breeding ground for some unpleasantness of that kind. And this is a group where the guiding philosophy was "we all trust each other so we will leave ourselves open to mutual risk." A group where, unfortunately, taking a close look at procedures and questioning, and suggesting improovements for greater accountablity and legal protection --- has been resented and called destructive. Sorry for the long post. ------------------ Gareth Fenley Atlanta, Georgia ------------------ ----------------------------------------------------------------------- Information Gateway - Public Access Usenet and Email - +1 404-928-7873 Please reply to: vanilla [at] info-gw.com, vanilla [at] info-gw.atl.ga.us vanilla [at] info-gw.lib-org.lib.org
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