🧾 When Transparency Goes to Die: 48 Directors Vote Against Seeing Their Own Records
After losing in court, a board rejects another reasonable records request—and is told, once again, the documents will not be produced.
The Governance Ledger
⚖️ Disclaimer
This article is based on:
Board meeting observations (including video review)
Findings from an independent forensic investigation commissioned by homeowners
It is provided for informational and educational purposes only and reflects analysis based on the available record. It does not constitute legal advice. Readers should consult their own counsel regarding specific situations.
⚠️ Standard Opening
If you want to understand the true condition of a community association, don’t just look at the financial statements.
Watch how the board responds to requests for information.
Because transparency is not tested when things are going well.
It’s tested the moment someone asks to see the records.
⚖️ Context That Cannot Be Ignored
This vote did not occur in a vacuum.
It is part of a broader pattern of denying access to information.
It also comes immediately after the 175 East Delaware Place Homeowners Association (located in the former John Hancock Center):
📜 Lost a records case in court
📂 Was ordered to produce records
💸 Was ordered to pay the vast majority of the plaintiff’s legal fees
A court has already spoken.
And then this happened.
📄 The Resolution Was Reasonable
A board member introduced a narrowly tailored resolution requesting:
📂 Unredacted Holiday Fund records
📅 Defined timeframe: October 1, 2019 – April 1, 2026
👥 Access limited to board members only
📊 Contributions summarized annually
💵 Distributions itemized by recipient
⏳ A clear production deadline
This was not a public disclosure request.
It was not expansive.
It was baseline oversight by a sitting director.
📚 What the Board Had in Front of It
Before the vote, the board received detailed materials reflecting a direct legal dispute over the Holiday Fund.
Those materials presented two directly conflicting positions.
⚖️ The HOA’s Legal Position
Association counsel, Jamie Stevens of Burke, Warren, MacKay & Serritella, P.C., argued:
The Holiday Fund is not a committee of the Association
It is operated by independent “trusted owners”
The Board has no authority or control
Therefore:
📄 The records are not Association records and do not have to be produced.
At the same time, the Association acknowledged:
It had advanced funds to cover an overdraft in the Holiday Fund account.
📚 What the Documents Show
The Holiday Fund has been listed as a formal committee for multiple years
The committee is composed of board members
The Board has approved membership and structure
The Board has encouraged owner participation
The Association has paid expenses and covered overdrafts
🧨 The Contradiction
The Association’s position does not align with its own records:
❌ “Not an Association committee”
✔ Listed in official committee rosters❌ “No Board control”
✔ Board approves membership❌ “Independent”
✔ Run by board members❌ “No Association involvement”
✔ HOA pays expenses and covers overdrafts
💣 Despite claiming no control, the Association ultimately bailed out the account—after the bank contacted Sudler Property Management and demanded immediate funding to prevent checks from bouncing—directly contradicting any claim that the account was independent.
⚠️ Governance Breakdown Behind the Scenes
The issue is not limited to the Holiday Fund.
A broader pattern of governance and oversight failures has been documented in an independent forensic investigation commissioned by homeowners.
Among the findings:
💸 Expenses and financial decisions were made without proper Board authorization, including contracted management compensation-related payments and other expenditures
🧾 Audit deliverables were incomplete or not provided to the Board, including:
Required auditor communications to those charged with governance
Proposed adjusting journal entries
Federal and state income tax returns and supporting workpapers
📊 Budget transparency and compensation oversight were limited, including instances where:
The Board was not fully informed of management raises and bonuses
Compensation decisions were not consistently reviewed, discussed, or approved by the full Board
Supporting budget details were not provided in advance of adoption
🏗️ Reserve study materials were not fully shared or formally approved by the Board, limiting oversight of long-term planning
🧩 A committee-driven structure appears to be in place, where hand-selected committees perform much of the work, and the full 48-member Board frequently approves recommendations without full access to underlying detail
Taken together, these issues raise serious questions about whether the Board is receiving—and exercising—the level of oversight required under its governing documents.
🧭 Role of Committees vs. the Board
While these bodies are referred to as “committees” (and at times described as commissions), the governing documents expressly authorize only an Executive Committee to act on behalf of the Board in limited circumstances.
Other committees are therefore generally advisory in nature, developing recommendations rather than taking binding action.
Where that distinction breaks down, the Board’s oversight function is materially reduced.
🧨 The Statement That Defined the Outcome
Before the vote, board president Scott Timmerman stated—twice:
🗣️ “Even if they pass this resolution, no documents will be provided.”
He also made clear:
🗣️ “A vote in favor of the motion would be the opposite of counsel’s advice to us.”
At that point:
The vote was no longer the decision.
🧾 The board had already been provided documentation that contradicted the Association’s legal position.
🎥 What the Board Said on the Record
From the meeting video, the board president stated that for the most recent holiday season alone (December–January), the Holiday Fund:
Collected approximately $117,600
Distributed approximately $118,650
These figures relate to a single holiday cycle, underscoring the scale of funds being handled within a short period.
While the difference may be attributable to timing or prior balances, the key issue remains:
❓ There is no way to independently verify these figures without access to the underlying records.
The structure was also described as:
🗣️ “Distributions being made by a trusted owner… acting as an agent on behalf of whoever donates.”
At the same time:
A committee co-chair, Alisha Williams, confirmed she is a signer on the account
She expressed strong opposition to disclosing individual distributions
🧠 What the Meeting Actually Revealed
🧾 1. Financial activity exists
No one disputed that funds are collected and distributed.
⚖️ 2. Legal advice is driving outcomes
The board was explicitly told not to approve the request.
👥 3. Control is blurred
The fund is described as independent—yet it is administered by board members with direct account access, and when the account overdrew, the bank contacted Sudler Property Management to demand immediate funding—undermining any claim of independence.
💸 4. Distributions are discretionary
Payments are adjusted based on individual circumstances—with no visible framework for consistency.
🧱 5. Oversight was rejected
A request for internal board review did not pass.
🚫 6. The vote itself lacked transparency
Conducted by hand
No clear record of affirmative votes
Sponsor abstained
🚨 The Second Red Flag
During the same meeting, it was noted that the Association had received four owner records requests this month.
Those requests were described by the community association manager, Cristina Cozma, as:
🗣️ “Time-consuming.”
President Scott Timmerman’s response:
⏳ “We’ll deal with them next month.”
🔍 What That Actually Signals
This was not about delaying current requests.
In context, it signals something more important:
⚠️ The potential for policy changes governing future access to records
🧭 Why That Matters
When records requests are framed as a burden, the next step is often:
📜 New rules governing access
💸 Fees or administrative charges
⚖️ Increased reliance on legal review
🚧 Structural barriers to discourage requests
This is how transparency shifts from:
✔️ A right
to
💰 A controlled process
🏙️ A Pattern Seen Elsewhere
In other associations, similar dynamics have emerged when board members or owners request records.
In one recent instance, correspondence involving association counsel, Jamie Stevens, reflected:
An effort to limit access to information to standard board reports
A requirement that directors schedule an in-person review rather than receive records electronically
Internal discussion about characterizing repeated records requests as “harassing” or improper
These observations are based on contemporaneous correspondence reviewed by the author.
🔍 Why This Matters
These types of responses shift the focus from:
✔️ Transparency
to
⚠️ Managing—or discouraging—requests for information
They also illustrate how, in practice, access to records can be shaped not only by governing documents, but by how requests are characterized and handled.
🧾 Bottom Line
The concern is no longer just access to records.
It’s whether the board is preparing to:
🚧 Redefine the rules of access altogether
Next month’s meeting may provide clarity on whether—and how—those changes will be implemented.
📬 Before You Continue
If you’re seeing this pattern in your own association, you’re not alone.
I analyze governance failures like this using forensic accounting, records reconstruction, and PATScore diagnostics.
👉 Subscribe to read the full analysis and what this means going forward.
👉 Share this with your neighbors and your board—because transparency only improves when more people are paying attention.
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