Tag Archives: Zagoory

Corporate AND Cooperative

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Following is the text of a flier that was circulated by former director Jodi Zagoory, who is also an occasional contributor to the Seward Spark.

When I served on the Board of Directors, we rebranded the co-op as “Seward Park Cooperative” instead of “Seward Park Housing Corporation.”  We believed fully in the cooperative character of our community, and wanted it to be the first impression we gave to the outside world.  But as directors, we also never lost sight of the fact that our cooperative is in fact a business corporation.

As shareholders, we elect directors to the Board to be the stewards of a corporation that today has a $25 million annual budget and over $1 billion in assets.  They are charged with making decisions for our benefit, and it is crucial that they have the qualifications, work ethic and temperament to tackle this difficult assignment in an informed, collaborative fashion.  

We absolutely need directors who will remember every day that they are overseeing a cooperative consisting of neighbors who call the cooperative home, not faceless shareholders who can simply dump their stock if they don’t like the corporation’s direction.  And I can happily say that I believe that all of the candidates running for the Board this year fit that bill.

But we also need directors who are willing and able to do the work of a director.  They need to engage with and develop a deep understanding of the important and complex issues we face, like restructuring our debts, handling offers to buy air rights, responding to lawsuits, and more. It is not enough to want peace.  Past Boards led by directors who chose to stick their heads in the sand led us to big budget holes (and big maintenance increases), bungled contracts and long-deferred necessary capital projects.

At Meet the Candidates Night, there were three candidates who had clearly done their homework.  They were familiar with the issues, had studied the co-op’s financial statements, and gave thoughtful and informed answers to questions.  These three candidates stood out for their mindfulness of the needs of all cooperators, and also for their positivity and their knowledge and eagerness to serve.

On June 15th, please join me in voting for #3 Wei-Li Tjong, #5 James Mastroianni and #6 Leah Strock, for a board that is truly cooperative, and also effective.

Jodi Zagoory
Former Member
Seward Park Cooperative Board of Directors

What it means to be a director

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The Spark reached out to a few former directors of Seward Park Cooperative to ask for their thoughts on what it means to serve on the board. Following is former director Jodi Zagoory’s response:

When you serve on the co-op’s Board of Directors you have the responsibility to set policies which the management company is charged with carrying out, and to vote on the numerous and various issues that come up in the ordinary and usual business of a residential co-op. Your service is voluntary. You do not and may not receive any compensation in any form. The following are among the duties you will have:

  • You must keep confidential the information you receive regarding the co-op’s business and shareholders. You may not disclose any information about any shareholder to anyone other than to another director, management personnel and the co-op’s legal counsel.
  • You must not discriminate against anyone or make any decisions out of spite or revenge.
  • All of your decisions are made in accordance with what you think is in the best interests of the corporation and in accordance with New York State Business Corporation Law and the co-op’s governing documents (proprietary lease, bylaws and house rules).
  • A regular board meeting is held every month. You are encouraged to attend in person but if unable to you may attend by teleconference.
  • The agenda of the regular meeting is compiled and set by the president of the board.
  • Monthly agenda items include reviewing and discussing the co-op’s financial status based on a monthly financial report, and voting on sales, sublets, and adding/removing names from stock certificates.
  • Serving as a director does not mean that you have the power to order co-op staff to do anything. Directors tell management what the board wants the co-op’s staff to do, and management directs the staff.
  • You, your family and your friends may not receive any preferential treatment from staff or management.
  • You will make decisions on whether the co-op should enter into contracts and leases.
  • You will make decisions on whether the co-op should take legal or other action against a vendor, commercial tenant or shareholder.
  • You will make decisions on whether to and how much to spend on projects.
  • You will decide on who will be the co-op’s attorney and accountant.
  • You will decide on the co-op’s annual operating and capital budgets to ensure that the co-op’s financial obligations are paid.
  • You will decide whether the co-op should borrow money or pay off any loans.

Service on the board is for a term of three years. It is time consuming. You will be asked to review and make decisions about contracts, proposals, reports and other documents. You must take your responsibilities seriously as the decisions that you make impact many people and businesses. But like any form of voluntary public service, it is also rewarding and satisfying to help guide your community into the future.