Mass. Gen. Laws ch. 183B, sec. 35 — MA Code / Part II / Title I / Chapter 183B / Section 35
Discharge of manager
Status: in_force

Section 35. (a) During the period of time the developer appoints, controls or serves as the managing entity, the owners may discharge the manager with or without cause in the manner provided by this section in addition to any manner permitted by law or the project instrument. (b) Any owner may prepare a ballot affording the opportunity to indicate a preference between retaining the present manager and discharging him in favor of a new manager; provided, however, that the owners of at least one time-share or other estate or interest in each of a number of units to which at least ten per cent of the votes are allocated sign a petition authorizing said owner to prepare said ballot on their behalf. A copy of said ballot and of any letter to be mailed with said ballot shall be delivered to the manager. Said ballot and a copy of any said letter, together with a copy of any written reply received from the manager containing no more pages than said letter, shall be mailed not less than ten or more than thirty days from the date of delivery to said manager to each owner by the owner who prepared the ballot. (c) On the date specified pursuant to clause (2) of subsection (c) of section thirty-two, the person who receives the ballots shall examine the ballots that have been returned, calculate the vote accordingly, and forthwith notify the manager of the result. If at least sixty-six and two-thirds per cent of all of the votes allocated to all time-share owners, which votes represent at least thirty-three and one-third per cent of the votes allocated to all owners, favor discharging the manager, the developer also shall be notified of said result, the ballots or copies thereof shall be given forthwith to the manager, and the developer shall forthwith diligently attempt to procure offers for management contracts from prospective managers. Any owner also may attempt to procure such offers. If the developer or any owner obtains such an offer within sixty days after the date the vote was calculated, he shall forthwith notify the developer and the owner who was responsible for calculating the vote. If no offer is obtained from a prospective manager other than the current manager within said sixty days, said period shall be extended for successive intervals of thirty days each until such an offer is obtained. At the end of said period, the owner who prepared the ballot, or the developer if said owner so directs in a writing delivered to the developer, shall forthwith prepare and mail to each owner a second ballot stating at least the term and compensation provided by each offer that has been received and affording an opportunity to indicate a preference for any one of the offers or for retaining the current manager. A letter recommending that a particular offer be accepted or that the current manager be retained may accompany the ballot, and if the developer prepared the ballot he shall enclose a copy of any such letter submitted to him by the owner who was responsible for calculating the vote. (d) On the date specified pursuant to clause (2) of subsection (c) of section thirty-two, the person who receives the ballots prepared pursuant to subsection (c) shall examine the ballots that have been returned, calculate the vote accordingly, forthwith notify the manager of the result, and hold the ballots available for inspection by the manager and any proposed manager for at least thirty days. If more votes favor accepting a particular offer than retaining the manager, the manager shall be discharged ninety days after he is notified of said result, but, if the ballot prepared pursuant to subsection (b) was delivered to the manager before the current term of the manager began, the manager shall be discharged immediately upon being notified of said result. The person who received the ballots prepared pursuant to subsection (c) shall forthwith accept on behalf of the owners the offer that received the largest number of votes. The expenses thereunder shall be thereafter part of the time-share expenses. (e) A manager discharged pursuant to this section shall not be entitled by reason of his discharge to any penalty or other charge payable directly or indirectly in whole or in part by any owner other than the developer. (f) The reasonable expenses incurred by any owner in obtaining offers and preparing and mailing ballots pursuant to this section, including reasonable attorney's fees, shall be promptly collected by the managing entity from all owners as a common expense and paid to said owner if a simple majority of the vote calculated pursuant to subsection (c) favors the discharge of the manager. Similar expenses incurred by the developer also shall be so collected and promptly paid to the developer.

Section 35. (a) During the period of time the developer appoints, controls or serves as the managing entity, the owners may discharge the manager with or without cause in the manner provided by this section in addition to any manner permitted by law or the project instrument.

(b) Any owner may prepare a ballot affording the opportunity to indicate a preference between retaining the present manager and discharging him in favor of a new manager; provided, however, that the owners of at least one time-share or other estate or interest in each of a number of units to which at least ten per cent of the votes are allocated sign a petition authorizing said owner to prepare said ballot on their behalf. A copy of said ballot and of any letter to be mailed with said ballot shall be delivered to the manager. Said ballot and a copy of any said letter, together with a copy of any written reply received from the manager containing no more pages than said letter, shall be mailed not less than ten or more than thirty days from the date of delivery to said manager to each owner by the owner who prepared the ballot.

(c) On the date specified pursuant to clause (2) of subsection (c) of section thirty-two, the person who receives the ballots shall examine the ballots that have been returned, calculate the vote accordingly, and forthwith notify the manager of the result. If at least sixty-six and two-thirds per cent of all of the votes allocated to all time-share owners, which votes represent at least thirty-three and one-third per cent of the votes allocated to all owners, favor discharging the manager, the developer also shall be notified of said result, the ballots or copies thereof shall be given forthwith to the manager, and the developer shall forthwith diligently attempt to procure offers for management contracts from prospective managers. Any owner also may attempt to procure such offers. If the developer or any owner obtains such an offer within sixty days after the date the vote was calculated, he shall forthwith notify the developer and the owner who was responsible for calculating the vote. If no offer is obtained from a prospective manager other than the current manager within said sixty days, said period shall be extended for successive intervals of thirty days each until such an offer is obtained. At the end of said period, the owner who prepared the ballot, or the developer if said owner so directs in a writing delivered to the developer, shall forthwith prepare and mail to each owner a second ballot stating at least the term and compensation provided by each offer that has been received and affording an opportunity to indicate a preference for any one of the offers or for retaining the current manager. A letter recommending that a particular offer be accepted or that the current manager be retained may accompany the ballot, and if the developer prepared the ballot he shall enclose a copy of any such letter submitted to him by the owner who was responsible for calculating the vote.

(d) On the date specified pursuant to clause (2) of subsection (c) of section thirty-two, the person who receives the ballots prepared pursuant to subsection (c) shall examine the ballots that have been returned, calculate the vote accordingly, forthwith notify the manager of the result, and hold the ballots available for inspection by the manager and any proposed manager for at least thirty days. If more votes favor accepting a particular offer than retaining the manager, the manager shall be discharged ninety days after he is notified of said result, but, if the ballot prepared pursuant to subsection (b) was delivered to the manager before the current term of the manager began, the manager shall be discharged immediately upon being notified of said result. The person who received the ballots prepared pursuant to subsection (c) shall forthwith accept on behalf of the owners the offer that received the largest number of votes. The expenses thereunder shall be thereafter part of the time-share expenses.

(e) A manager discharged pursuant to this section shall not be entitled by reason of his discharge to any penalty or other charge payable directly or indirectly in whole or in part by any owner other than the developer.

(f) The reasonable expenses incurred by any owner in obtaining offers and preparing and mailing ballots pursuant to this section, including reasonable attorney's fees, shall be promptly collected by the managing entity from all owners as a common expense and paid to said owner if a simple majority of the vote calculated pursuant to subsection (c) favors the discharge of the manager. Similar expenses incurred by the developer also shall be so collected and promptly paid to the developer.