Cohousing-L Mailing List: Legal powers vs desired values

[Lynn Nadeau / Maraiah (welcome]

RoseWind Cohousing, Port Townsend WA. Approaching 30 years in.
Governance puzzle for well-established communities using a Homeowners' 
Association structure: 
We used to govern entirely based on consensus of those who constituted a quorum 
at our regular meetings. A Steering Committee of 5 carefully-selected members 
on rotating 2-year terms served as a coordinating committee, with little 
license to engage in decision making except as directed by the Membership. As a 
sort of dismissal of the typical hierarchical "corporate" model, we defined our 
Board of Directors as all of our members.

In  the course of revising our Documents, a few years ago, we were in 
conversation with our lawyer. Knowing that we have had problems with one 
contentious and litigious household on several occasions, the lawyer pointed 
out that if every member was on the Board, we could not exclude the problem 
person from discussions/consultations with our lawyer about how to deal with 
them. So no confidential strategizing. In order to circumvent that 
vulnerability, on his advice we changed the definition of our Board to now be 
the 5-member team that had been Steering.

Our legal documents, in line with HOA requirements in our State (Washington), 
give very extensive legal rights to the Board: technically, legally, they now 
have god-like powers to decide virtually anything/everything. We still want the 
great majority of our decision making to come out of our big-group consensus 
process. We attempted to write that in to the new system by dubbing the big 
group the "Community Committee" and stating that the Board delegates all but a 
limited number of legal and personnel issues to them (meaning to all of us).

So instead of defining limited powers for our Steering Committee, we are now in 
the position of needing to trust that our Board will choose not to exercise 
their legal rights to bypass the consensus-based whole group process. So far we 
have always had steering-and-now-Board teams of 5 who were aligned with our 
core values, and trustworthy. But the need to trust such a Board not to get 
power-hungry at some future time has some members anxious. All things 
considered, would it be wise to go back to our old model? 

Has any other group dealt with something like this? Who has the bottom-line 
power in your legal structure? Is this congruent with how you really function? 

A strangely-heavy conundrum to sort out, in absolutely glorious golden 
cool-breeze, warm-sunny September weather. The garden is laden with fruits and 
vegetables--tomatoes, greens, broccoli, carrots, beets, onions, potatoes, 
squash, raspberries, pears, apples, plus sunflowers, dahlias and other bright 
blooms. I don't feel like hashing out legalities, just want to soak up this 
delicious weather while savoring a piece of fresh-blackberry pie!

Maraiah Lynn Nadeau
www.rosewind.org