Board Roles
The "Board Roles" page on the Board Synergy Club's website outlines the responsibilities of condominium association boards, particularly when a professional management company is not employed. In such self-managed scenarios, the board assumes comprehensive operational duties, including:
- Processing Owners' Payments:
- Arranging and Overseeing Property Maintenance:
- Scheduling Association Meetings:
- Monitoring Compliance with Regulations and Procedures:
- Managing Association Financial Accounts (Under Board Direction and Oversight):
- Communicating Association Business to All Owners:
In the absence of a management company, the board is directly responsible for executing these tasks to ensure the effective operation of the association.
Role of the Board of Directors
General
1. The board of directors has a fiduciary duty to the unit owners and has the responsibility to act with the highest degree of good faith and to place the interests of the unit owners above the personal interests of the directors.
2. The board must abide by the condominium documents, the condominium laws and regulations and the rules of the association.
3. The board manages the day to day affairs of the association.
4. The board has the authority to levy assessments, and maintain, repair and replace the common elements or association property.
5. The board of directors may hire a property management firm subject to its own primary responsibility for such management.
6. Provide a substantive written response to an inquiry submitted to the board by certified mail. The response must be sent within 30 days, or within 60 days if the board requests a legal opinion, or within 10 days of receiving the division’s advice, if the board requests advice from the division.
7. The association must make its records available for unit owner inspection within five working days after receiving a written request.
Meetings and Notices
1. Except in the case of valid emergencies, Associations must provide at least 48 hours’ notice of board and committee meetings, posted conspicuously on the association property.
2. Notice of the annual meeting, the budget meeting, and any meetings at which the board will vote on a special assessment or changes to rules concerning unit use must be mailed, electronically transmitted or delivered to unit owners and posted on the condominium property at least 14 continuous days in advance of the meeting.
3. Written notification of any special assessment must state the specific purpose of the special assessment.
4. A copy of the proposed annual budget must be mailed, electronically transmitted or delivered to each unit owner.
5. The association must provide notice of any legal action by which the association may be exposed to liability in excess of insurance coverage so that unit owners may intervene and defend on their own behalf.
6. Board must allow unit owners or their designated representatives to speak at board and committee meetings subject to reasonable restrictions.
7. Associations must provide notification of a hearing before a committee of other unit owners before the board can levy a fine or suspension against a unit owner.
1. The association must provide by mail or personal delivery, a first notice of an election no less than 60 days prior to the election.
2. The association must provide a second notice of the election, along with a ballot, an inner envelope, an outer envelope and copies of any timely submitted candidate information sheets, no less than 14 days prior to the election.
Association Finances
1. Unless the governing documents provide otherwise, the board of directors has the authority to levy assessments, including special assessments.
2. The board must prepare an annual budget of the revenues and expenses and hand deliver, electronically transmit or send a copy to the unit owners at least 14 days prior to the budget meeting. The budget must include all estimated revenues and expenses and reserves for certain deferred maintenance and capital expenditures projects.
3. Within 90 days after the end of the fiscal year, or annually on a date provided in the bylaws, the association must prepare a financial report for the preceding fiscal year. No later than 120 days after the end of the fiscal year or other date as provided in the bylaws, the association must mail to each unit owner at the address last furnished to the association by the unit owner, or hand deliver to each unit owner, a copy of the financial report or a notice that a copy of the financial report will be mailed or hand delivered to the unit owner, without charge, upon receipt of a written request from the unit owner. The report must be prepared as follows:
a. If the association consists of 75 units or fewer, or has revenues of less than $100,000, it must prepare a financial report of actual receipts and expenditures.
b. If the association consists of more than 75 units and has revenues of at least $100,000, it must prepare compiled financial statements; more than 75 units and revenues of $200,000 to $399,999, it must prepare reviewed financial statements; more than 75 units and revenues over $400,000, it must prepare audited financial statements. Each must be prepared in accordance with generally accepted accounting principles.
This report was first published in The Florida Real Estate Blog by Chris Carter, a real estate Broker Associate and former Key Biscayne resident. For more, visit thefloridarealestateblog.com
This question reflects one of the more misunderstood topics regarding Florida Condominium and Homeowners Associations. Residential Associations elect Boards of Directors to represent the property owners in overseeing and managing the Association's operation, finances, and maintenance of its common areas. Owners are often unsure about the authority, duties, and responsibilities that attach to individual Directors. And quite often, the actions and behavior of the Board members themselves raise even more questions among owners in the building or community.
In Florida, there are 2 concepts involved when organizing residential Condominium Associations and HOAs:
– Association - All individual property owners are members of the Owners Association.
– Corporation - A Not-For-Profit entity created so the Association can conduct business, enter into contracts, maintain financial accounts, pay bills. Property owners are members (similar to shareholders) of the corporation, though do not hold shares of stock.
Much of the misunderstanding arises because many owners thought they were just becoming members of an Association when they bought into the building or HOA community. They aren't always aware that the Association is also a corporate entity which handles the business side of operations.
Without being incorporated, the Association would just be a mandatory-membership club of neighbors without the authority to make and enforce rules or charge assessments to maintain the common areas and elements.
I am NOT an attorney. For interpretation and application to specific circumstances of anything you read on this site, you must speak with a Florida-licensed attorney.
The Association's Board of Directors is elected by members at a properly-conducted election, while the Corporation's Officers' duties are decided by the Directors themselves without an owner vote. The annual election held in your Association is to elect volunteer candidates to open Director seats on the Board, NOT to specific Officer positions within the Board.
In Florida, COA and HOA Boards must follow what is in the Condominium Act (FS 718) or the Homeowners Association Act (FS 720), along with FS Chapter 617 (Corporations Not for Profit) AND their own Governing Documents. The ByLaws section of your Governing Documents covers Officer authorities and duties.
As the Association's "Executive Branch", the Board collectively votes on all decisions pertaining to Association business. Some legal and financial matters require an owner vote, though most operational decisions can be made with just a Board vote.
A simpler way to understand the difference might be:
Director is an elected position which includes overseeing operation of the Association. Each Director has the same authority and "power" when it comes to conducting Association business. The Board of Directors makes decisions as a group for the benefit of the entire Association.
Officer refers to a job description within the Board. Effectively operating a residential Owners Association requires the distribution and delegation of administrative duties. In most Florida COAs and HOAs, Directors are also Officers, though an Officer's job description does not expand her or his shared authority as a Director.
Many Florida COAs and HOAs run into trouble when an Officer assumes that her or his position on the Board confers more power than it really does. Accepting an Association Officer position places specific duties on an elected Director without any additional authority or power. When voting on Association business at Board meetings, the elected individuals cast votes as equal Directors, not as Officers.
Deciding which Director will take which Officer job occurs at the organizational Board meeting held immediately after an election. When a Board of Directors seat becomes vacant due to a resignation mid-term, the Board is empowered to appoint a new Director to serve out the resigned Director's remaining term. In this case, the newly appointed Director's duties as an Officer are usually decided at the next scheduled Board meeting.
In a Florida residential COA or HOA, a property owner can be an Association Member, Director, and Officer - all at the same time.
Immediately upon taking a seat on the Board, each Director accepts a fiduciary duty and responsibility to all Association members. Fiduciary duty applies to that person's activities as a Director and an Officer. My previous article on fiduciary duty goes further on this: Fiduciary Duty - Mandatory For Florida Condo & HOA Board Members
Florida residential Owners Association Boards usually include these Officers:
– President - leader of the Board and spokesperson for the Association; conducts Board meetings as chairperson; signs Association checks and contracts with vendors; direct contact person for the Association's management company. Some Board Presidents are considered CEOs (Chief Executive Officers), meaning they make sure the Board's collective decisions are executed properly.
– Vice-President - steps in when the President is not present or unable to participate; assists the President and Board by handling a wide variety of duties contributing to Association operation
– Treasurer - monitors monthly financial statements, income and expenses; prepares initial draft of the Association's annual budget for Board discussion; keeps track of YTD expenses in relation to budgeted amounts; delivers a financial report at Board meetings; makes sure the annual Deferred Maintenance Schedule is financially on track with the most recent Reserve Study
– Secretary - records the proceedings (minutes) of Board and Owners meetings; submits them to the entire Board for approval; maintains Association records for access by owners; supervises and ensures open communication with all owner-members
– Director At-Large - a Director who does not hold one of the above jobs. Many (most?) Florida COA and HOA Boards have 5 Directors, though only 4 named Officer positions.
Most Governing Docs contain provisions that with Board approval, a Director may perform another Officer's duties when needed. Example - a Director-At-Large may temporarily take over the duties of a Treasurer who is ill. Remember the difference between a Director and an Officer.
All Directors have the same level of authority and power. Decisions must be made by the Board as a group, and each Director's vote carries the same weight.
At times, some Directors of Florida residential COAs and HOAs have attempted to increase Officers' powers within the Association. This has been accomplished when owners allow questionable or improper Board behavior to become accepted practice. Boards have even been known to pursue amending Governing Docs to give Directors and/or Officers more power, which can be pushed through when not enough owners get involved with Association business.
That's it for this week, a quick outline and overview of how Owners Association Boards are structured and how they distribute the workload among themselves. Before closing, let's answer our headline question:
No, Condo and HOA Board Presidents do not have any more power than the other Officers. They have a different job than the others, though no more power.
Remember - the keys to owning and living in a Florida residential Owners Association are education and participation. Learn all you can about your Association so you can participate in the business of running it.
by Pat Crosscombe, Founder & CEO, BoardSpace | Condo & HOA Focused, Director, Property Manager
For more, visit https://boardspace.co/differences-condo-manager-board-directors/
Are you confused about who does what?
I find that people can be confused about the difference between the roles of the Property Manager and the Board of Directors. For most members of the condo community, the Condo or HOA Manager is the face of the condo corporation or home owner’s association. They are responsible for day-to-day running of things– they look after the bank accounts, handle the checks, field correspondence, and interact with owners more frequently than the Board does.
Why can’t the condo manager look after everything?
I’ve heard board members ask “Why can’t I just let my Condo Manager look after everything?” and “Isn’t it their job to do this? I don’t have time to look after all of this stuff”. Owners also have trouble knowing who is responsible for what; when should they contact the Board and when should they contact the Property Manager?
In this post, I’ll answer these questions, and hopefully, the difference between the roles of the Property Manager and the Board of Directors will be clear by the end.
Understanding the different roles
To understand the different roles, I like to think of a condo like a coffee shop. The management company is like the staff that keeps the shop running: baristas, managers, cleaners, etc.
They are the people that interact with everyone on a day-to-day basis and do everything to make sure that the coffee shop does everything a coffee shop should. While they have some flexibility to solve problems as they arise, they are not responsible for major decisions — financial or otherwise.
What does the board do?
The Board of Directors acts like the corporate executives at the head office. It’s up to them to set the prices, operating procedures, and make the decisions that shape the direction of the company. The success of the enterprise is their responsibility; the staff carry out their decisions.
It’s not the barista’s job to ensure the coffee shop is selling coffee for the optimal price or that the products are the best value. Similarly, the Manager isn’t responsible for making the best financial decisions for the condo corporation; they do not have a fiduciary responsibility.
What are difference between the roles of the Condo Manager and the Board of Directors?
| Condo Manager | Board of Directors |
| • Manages | • Governs |
| • Under contract to work as an agent of the condo corporation | • Is a fiduciary to the condo corporation |
| • Work within constraints defined by contact with the board | • Reviews options and renders decisions |
| • Provide options (e.g., quotes) | • Oversees the implementation of decisions |
| • Implement decisions | • Seeks cost savings (asks Property Manager to help) |
| • Is not responsible for saving condo money |
The condo board has the responsibility to make the choices that are in the best interest of the condo corporation. This is why the management company can’t simply be left to look after everything.
As an entity, the condo Board of Directors is responsible for making all the critical decisions regarding the maintenance of the building/grounds, condo’s finances, and must uphold the Condo Act (provincial legislation), the declaration, bylaws, and rules. It is up to the board to make sure that all the relevant documents are accessible by the owners.
A good Condo Manager is a tremendous asset for any condo corporation. They can simplify the job of the board, but they cannot assume the responsibility for that job.
This report was first published in The Florida Real Estate Blog by Chris Carter, a real estate Broker Associate and former Key Biscayne resident. For more, visit thefloridarealestateblog.com
It is essential for everyone buying into (or already living in) a Florida condominium building or HOA community to understand the relationship between their Boards and Management Companies.
Today's discussion is part of my occasional Back To Basics series and applies to Associations in which membership is mandatory with owning property in a condominium building or a community governed by a Homeowners Association. These Associations are regulated by Florida Statutes and their own Governing Documents which are recorded with the local County.
After the catastrophic structural failure and deadly collapse of Champlain Towers South condominium building in June 2021, the interaction and dynamics between Association Boards and their managers or Management Companies have come under close examination.
Short answer: The Board of Directors has final authority over the property manager and Management Company. Now let's discuss why...
The Florida Condominium Act (Florida Statutes Chapter 718) and Homeowners Association Act (FS Chapter 720) place fiduciary duty on Board members to always act in the best interest of all Association member-owners, putting the financial and administrative well-being of owners above the personal interests and opinions of individual Directors. Board members must make decisions and conduct Association business for the benefit of all Association property owners. Directors accept this fiduciary responsibility when they are elected or appointed to a seat on the Board.
The elected Board must function as a group. Individual Directors cannot make decisions regarding Association business on their own. All decisions that legally or financially affect the Association must be made during a properly noticed and conducted Board of Directors meeting. (Pretty much everything that comes up has a legal or financial effect on the entire Association.)
Florida's Condominium and Homeowners Association Acts allow (not require) Boards to contract with paid property managers and Management Companies to help the Association maintain its property and assist the Board in its administrative duties. Managers and Management Companies working for COAs and HOAs must have valid Community Association Manager or Community Association Management Firm licenses issued by the Florida Department of Business & Professional Regulation (DBPR).
Paid managers and Management Companies are expected to provide the professional services outlined in their contracts with the Association, though do not have the same fiduciary relationship with owners as do elected Board members. Managers work for the entire Association, taking their guidance and instructions from the Board.
When an Association hires an individual licensed manager and maintenance staff as employees, the Association is responsible for withholding taxes, Social Security contributions, and other employment costs.
When an Association contracts with a licensed Management Company to oversee administration and maintenance, one of the company's managers is assigned to the property. In this case, the property manager is an employee of the Management Company and the company is a contracted vendor to the Association, providing the professional services agreed to in the management contract. Under this arrangement, your Association's property manager may also be the manager for a few other Associations at the same time (this is called being a portfolio manager).
There are advantages and disadvantages to each of these arrangements. When considering which may be best for your Association, it is critical to receive input from the Association's attorney and accountant before making a decision.
As long as their own Governing Documents and State law are properly followed, it is up to each Owners Association and their Board to decide whether they prefer to “self manage” (Board directly runs Association business without a manager) or pay a licensed manager or Management Company to help them with the ongoing operation, administration, and maintenance of the property and community.
Hiring a Management Company or property manager does not relieve the Board of its responsibility and obligation to maintain Association common elements or areas, and to conscientiously direct Association finances and governance.
Examples of services that managers and Management Companies provide to Boards and Associations include:
- Processing owners' payments
- Arranging and overseeing property maintenance
- Scheduling Association meetings
- Monitoring compliance with regulations and procedures
- Managing Association financial accounts (under Board direction and oversight)
- Communicating Association business to all owners
Without a manager or Management Company, the Board is responsible for carrying out all these operational tasks.
Therefore, all Florida COAs and HOAs must have a Board of Directors, though there does not have to be a manager or Management Company unless the Association decides it wants one.
Problems can arise when Boards either intentionally or unknowingly give managers and Management Companies too much authority and independent decision-making ability. Doing this may be considered as Directors abandoning their statutory and ethical responsibilities by trying to transfer them to third-party paid management.
There we are - a quick overview of the relationship between Association Boards and managers / Management Companies.
As mentioned in previous Association-related articles - the keys to owning and living in a Florida Association-governed building or community are education and participation. Use what we have discussed today to better understand and become more involved in your own COA or HOA.
Feel free to forward this article to anyone who may also find it helpful. And be sure to check out the All Posts page for more discussions on how real estate really works in Florida.
Until next time -
Christopher Carter, Real Estate Broker Associate
Licensed Community Association Manager
Mortgage Financing Advisor NMLS861361
Waterfront Realty Group, Inc. - Naples, FL 34103
(239) 898-5455 direct
I am NOT an attorney. For interpretation and application to specific circumstances of anything you read on this site, you must speak with a Florida-licensed real estate attorney.
NO Artificial Intelligence software is ever used to produce any of my articles. All writing is original.