Riviera Towers Co-Op Organization

• BOARD OF DIRECTORS
• UNDERSTANDING A COOPERATIVE
• COOPERATIVE CORPORATIONS
• GOVERNING DOCUMENTS
• PROPRIETARY LEASE
• ELECTIONS
• COMMITTEES OF THE BOARD
• RESOLUTION OF DISPUTES
• CORPORATION/BOARD MEETINGS
• VOLUNTEERING

BOARD OF DIRECTORS

Seven Elected Directors

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Riviera Towers is owned by a Corporation whose shareholders, by ownership of their shares, are lessors of the building’s apartments.  It is governed by state law as a cooperative building and by its Proprietary Lease, Bylaws, and Rules and Regulations of Riviera Towers with which every shareholder, resident, and the Corporation must comply.  A fixed number of shares are assigned to each apartment, which are noted in the stock certificate and proprietary lease.  The stairways, halls, laundry rooms, compactor rooms, storerooms, elevators, community rooms and other public areas of the building are owned in common by all shareholders.  Similarly, some of the common building facilities and services (such as the master antenna, heating and air conditioning units, the exterior wall and windows, etc.) are also common elements, and belong to the Corporation as a whole, not to an individual shareholder.  Even the terrace is a "limited common element" belonging to the Corporation, but available for exclusive use by an apartment’s residents.

Compliance with the Rules and Regulations, Bylaws, and Proprietary Lease of the Corporation is an obligation of all shareholders, as well as any occupants, guests, workers, and others who may utilize the apartments, the building and its services.  These rules are designed to maintain the high standards of the Riviera Towers and to ensure the maximum enjoyment of its facilities.  These regulations are subject to change by the Board of Directors of the Corporation.

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Cooperative corporations are governed by a Board of Directors (“the Board”) elected by shareholders (whether resident or not) for prescribed periods at an annual election. The number of "votes" allocated to each shareholder is the same as the number of shares assigned to the shareholder’s apartment.  At Riviera Towers there are seven Directors elected by the shareholders for prescribed periods at the Annual Meeting.  Members of the Board are designated as officers of the Board with responsibilities of President, Vice President, and Vice President for Capital Projects, Treasurer, Secretary and additional titles.  The "owner” of an apartment in a cooperative building is a shareholder of a private corporation that owns the building. Each apartment has shares assigned to it. The number of shares for each apartment is, in general, based on the number of rooms, size, location, floor, and related characteristics. With few exceptions, the number of shares set by the building’s original Plan of Cooperative Organization has been fixed since Riviera Tower’s conversion to “cooperative” organization in 1973.  A shareholder’s liability for maintenance fees, taxes, surcharges, underlying mortgage payments and related charges is based on the number of shares allocated to the shareholder’s apartment.

At the time of purchase, the shareholder will receive a certificate, signed by officers of Riviera Towers, indicating the number of shares owned by the shareholder.

Riviera Towers has an underlying mortgage on the entire building, which may be renegotiated by the Board to cover various costs, primarily new capital costs, or to take advantage of attractive interest rates, or simply because the term has become due. The apportioned interest on this "house" or building mortgage is reported annually to shareholders (by apartment) and may be an IRS tax deduction from gross income.

The shareholder may also have a “personal” mortgage specifically for the shareholder's apartment. This mortgage is NOT the "underlying" building mortgage described in the previous paragraph.  In effect, the apartment through its shares is collateral for this individual shareholder’s mortgage.  This mortgage must be approved by Riviera Towers Corporation because only the shares in the building’s corporation are owned by the shareholder, not the physical apartment.  An additional IRS deduction from income for interest paid on this "personal" mortgage is usually applicable.

Copies of the annual budget and the Audited Financial Report of the Corporation are available in the Management Office, and it is recommended that all shareholders examine the Financial Report, particularly before the Annual Meeting.  Taxes paid by Riviera Towers to the Town of West New York and other jurisdictions (allocable to each shareholder and based on the number of shares) are reported annually to that shareholder, and again are usually IRS tax deductible.  Also, within income limits and shareholder or ownership status in a cooperative building, New Jersey State income tax credits may be available.

Additionally, local and state credits may be available to cooperative residents who are honorably discharged US military veterans.  Information and applications are available from the Tax Assessor’s Office located in the West New York City Hall on 60th Street.

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The governing documents for Riviera Towers, in addition to applicable governmental rules and regulations, are:

• The PROPRIETARY LEASE discussed in the next heading.
• The BYLAWS OF RIVIERA TOWERS CORPORATION ("Bylaws") which govern all aspects of Riviera Towers as a Corporation, set forth the powers and protocol of the Board, its elections, duties and all other related activities.  The Bylaws may be amended by a two‑thirds vote of the Board or by a vote of 67% of the shares of the Corporation in accordance with prevailing Bylaws.
• The RIVIERA TOWERS CORPORATION HOUSE RULES which set forth the formal explication of the rules governing tenancy and occupancy of Riviera Towers as developed by the Board.  House Rules are established by the Board, based on adopted resolutions of the Board.

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Each shareholder occupies the apartment under a proprietary lease that is a standard Riviera Towers lease, which may be changed from time to time by the Board of Directors and an affirmative vote by shareholders owning two‑thirds of the total shares in the Riviera Towers Corporation.  Unless so changed, and except for the apartment number (description), number of shares and date, all proprietary leases are identical. It should be noted that the proprietary lease is not the same as the lease of sub-letters or renters, and that any renter’s lease is subordinate to the corresponding proprietary lease.

Each shareholder should have a signed copy of the proprietary lease, which is obtained upon purchase of an apartment as part of the rental agreement with Riviera Towers. The original proprietary lease contains the number of shares and corporate and shareholder signatures. If the original lease has been lost, an "official" copy will be required at the time of sale of the apartment, which can be obtained, for a fee, from the Management Office. Please note that several weeks notice may be required to obtain an “official” of the proprietary lease.

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Elections for expired terms of Board members are held annually, usually in May.  Terms of office are staggered. Shareholders are strongly encouraged to personally vote in the election; however proxy forms are be available from the Management Office permitting the shareholder to designate another adult to vote for him or her.  .  Nominations of candidates by shareholders may be made from the floor during the Annual Meeting or by writing to the Board in advance.  The nomination must be seconded by a shareholder. Each individual so nominated will have a brief opportunity to state qualifications and goals.  Resident shareholders, spouses, or registered domestic partners are eligible for the board.

IT IS IMPORTANT TO NOTE THAT, IN GENERAL, THE ONLY FORMAL DIRECT IMPACT THE INDIVIDUAL SHAREHOLDER HAS ON THE RUNNING OF A COOPERATIVE IS THIS VOTE; THAT IS WHY SHAREHOLDERS ARE STRONGLY URGED TO VOTE AT ELECTION TIME. Once the board has been elected, its legal actions are binding in virtually all cases, upon the shareholders and occupants of the building.  Board vacancies, which may occur during the year, are filled by Board vote and appointment. For further information on Board membership, see Volunteering

The Board of Directors elects a President, Vice President, Secretary, Treasurer, Assistant Secretary, and Assistant Treasurer, and other officers as necessary, and appoints committees to help them perform their functions. These items are defined in the Bylaws.

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The Board has various committees reporting to it.  Most are headed by a Director of the Board. Some, as indicated, seek Riviera Towers volunteers to help with their activities.

• The Enhancement Committee is concerned with building improvements and operations, e.g. community room activities, storage bins, floor monitors, health fair, etc.
• The Finance & Budget Committee is concerned with the financial condition of the building and interacts with the Corporation's accountants (CPA) and the Management Company’s Chief Financial Officer.  Only board members may serve on this committee.
• The Television Committee, which interacts with providers of television and internet services to the building.
• The Communications Committee aids in developing communications with the residents and writes the quarterly newsletter.
• The Employee/Management Relations Committee is involved with employee/management relations. Only Board members may serve on this committee.
• The Interview Committee reviews the applications of all prospective shareholders and renters and interviews them. Only Board members may serve on this committee.
• The Pool Committee is concerned with the operation and maintenance of the Riviera Towers pool to make all residents’ experience at the pool as enjoyable as possible within the RT Pool Rules.
• The Website Committee is responsible for the operation and maintenance of the Riviera Towers website. It interacts on a regular basis with the firm that designed the website, which assists in the maintenance.

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New Jersey law requires that the bylaws of a cooperative, such as Riviera Towers, provide for "alternative dispute resolution" to resolve disputes between individual shareholders, between shareholders and management, and between shareholders and the Board. Such a provision is included in an amendment to the RT bylaws, a copy of which is available in the Management Office.

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A regularly scheduled open meeting of the Board of Directors is usually held on the fourth Tuesday of every month at 7:30 p.m. in the small community room. Shareholders are encouraged to attend these open sessions. The date and time of scheduled meeting are posted on the bulletin board. Shareholders may ask questions or make comments after the business of the meeting is completed or when invited to comment, such as during the discussion period prior to a vote that is required in open session.

The regularly scheduled open meeting is for the purpose of discussing issues of building-wide concern. Personal issues and/or concerns are not discussed at these open meetings. If a shareholder wishes to meet privately with the entire board, a time can be arranged for such a meeting.

The annual meeting held in the large community room is required by Article V of the RT Bylaws; a written notice of which is mailed in advance to each shareholder.  Special meetings may be called by the President or the Board, or by shareholder petition, as detailed in the Bylaws.

The Board of Directors is elected by the shareholders, with the exception of the filling of an unexpired term, which is done by a vote of the remaining Directors.  A director must volunteer to run and face election. Any shareholder, shareholder’s spouse, or registered domestic partner, may run for the board. The call for shareholder nominees (and one may nominate him/herself) is sent by letter to shareholders and published in the quarterly board newsletter called the "Board Update" that is edited by a board member and distributed by the Management Office.

Activities such as RT’s financial operations and auditing, construction, and law are performed by professionals contracted by the Board of Directors. However, it is desirable and expected that, in a building as large as Riviera Towers, some shareholders will have valuable expertise in such professions as law, engineering, finance, and construction, and that such shareholders will be elected to the Board of Directors.  To date, Riviera Towers has been very fortunate in having such experienced shareholders on its Board. What is essential is that all Board members have a competent understanding of the operation of cooperatives, the ability to read the financial reports, openness to shareholder and other residents concerns, and thorough familiarity with the living conditions in the building. Most important is that a potential Board member be able to commit the time necessary to fulfill the various responsibilities of serving as a director in a building as large and diverse as Riviera Towers.

Board members, who are unpaid, have extensive duties; and it is to these directors that the building’s operations are entrusted.  In general, once a Board is elected, its legal actions are conclusive.  All shareholders are encouraged to consider running for this position; especially if encouraged by neighbors.

All residents are encouraged, especially where they possess pertinent skills and expertise, to volunteer for Board sponsored committees

During the year, there is a need for volunteers for various short‑term activities s such as winter clothing drives and other charitable activities. The

need for such help will be posted on this website, or on the bulletin boards, in notices, or in the Board newsletter. Other activities include welcoming get-togethers, spring bazaar, flea markets and the end-of-season pool party, Halloween party and other holiday parties.

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