Effective communication requires a combination of open Meetings, frequent Newsletters, an updated Website, Board Correspondence and Direct Owner Contact.
- Meetings of the board of administration at which a quorum of the board members is present are open to all unit owners. The exceptions are board meetings with the Association’s attorney held for the purpose of seeking or rendering legal advice or Board meetings held for the purpose of discussing personnel matters.
- The right to attend such meetings includes the right to speak at the meetings with reference to all designated agenda items. Unit owners may tape record or videotape the meetings.
- Adequate notice of all board meetings, which must specifically identify all agenda items, must be posted conspicuously on the condominium property at designated places at least 48 continuous hours before the meeting except in an emergency.
- Written notice of a meeting at which a budget, nonemergency special assessment, or an amendment to rules regarding unit use will be considered must be mailed, delivered, or electronically transmitted to the unit owners and posted conspicuously on the condominium property at least 14 days before the meeting.
- Notice of any meeting in which regular or special assessments against unit owners are to be considered must specifically state that assessments will be considered and provide the estimated cost and description of the purposes for such assessments.
Board Meeting Agendas
(Per Association Bylaw 4.12)
- I. Call to Order
- II. Roll Call of Board Members
- III. Establish a Quorum
- IV. Proof of Notice,
- V. Reading or Waiver of Minutes of Previous Meeting
- VI. Unfinished Business
- VII. New Business
- VIII. Adjournment
Board Decisions & Unanimous Written Consent
Condominium associations are governed by multiple laws, including both the Condominium Act (Chapter 718) and the Not-For-Profit Corp oration Act (Chapter 617). Chapter 718 takes precedence over Chapter 617, but if the Condominium Act is silent, then the corporate law controls.
Neither the Condominium Act nor Jupiter Bay’s bylaws require every board decision to be made at a board meeting; however, informal physical meetings, phone meetings and email meetings are ruled out leaving a noticed official board meeting as the best, and almost only, choice.
Florida Statute 718 says that meetings of the board at which a quorum of directors is present must be noticed and open to all unit owners.
The Not-For-Profit Corporation Act, at Section 617.0821, Fla. Stat., states that, unless the articles of incorporation or the bylaws provide otherwise, actions required or permitted to be taken at a board meeting maybe taken without a meeting if the action is taken by all members of the board by signed written consents. This process is described as "unanimous" written consent.
Since Jupiter Bay's bylaws do not require every decision to be made at a board meeting, then it is likely that the unanimous written consent procedure is legal and valid. Obviously, it is somewhat self-limiting, as, if there is any disagreement among board members, they are not going to get a unanimous result. The written consent procedure to approve board decisions should only be used rarely, and only when those decisions are uncontroversial.
Board Member Email Communications
A July 1st 2014 change in Florida’s condominium statutes involved board member email communications. Statute 718.112(2)(c), which addresses board of administration meetings, now reads “Meetings of the board of administration at which a quorum of the members is present are open to all unit owners. Members of the board of administration may use e-mail as a means of communication but may not cast a vote on an association matter via e-mail”.
Although this change acknowledges and authorizes board member communication via e-mail, it leaves a number of unanswered questions:
- Exactly what actions can board members take via email, and where do the statutes draw the line short of “casting a vote on an association matter”?
- Can emails be used for obtaining “unanimous written consent” on official board actions?
- Are emails between board members considered “official records” of the association? If so, this opens a multitude of questions, including how they should be retained, whether they can be obtained/viewed by owners, etc.
Item #15 of Florida Statute 718.111(12)(a) includes as Official Records “All other records of the association not specifically included in the foregoing which are related to the operation of the association.” Management office and Board member emails are certainly used in the “operation of the association”. Therefore board member emails may be considered “official records” making them available for viewing by homeowners who request them. The only exception would be for those emails protected by the lawyer-client privilege or containing certain confidential personnel information.
Regarding the second question, a Palm Beach Post reader asked the Poliakoff attorneys, in a 7/27/14 posting, whether “the board could use a unanimous written consent, executed in counterparts, to meet the requirements for a traditional meeting?” Gary & Ryan Poliakoff responded that:
“Not all attorneys agree. Most attorneys have said that, unless expressly barred otherwise by the governing documents, unanimous written consents may be used for official board actions. We do know of some attorneys who feel that the governing documents must expressly provide for action by unanimous written consent, but that seems to be a minority opinion. It’s also important to note that some decisions — such as considering a special assessment or passing a rule regarding unit use in a condominium — require written notice to owners, and for those decisions it is doubtful that a unanimous written consent would suffice.”
Jupiter Bay’s governing condominium documents make no mention of email usage and do not provide for unanimous written consent as an allowed means of taking board actions. On the other hand, they do not expressly bar the use of this method. This leaves us with a number of unanswered questions for future statute amendments, or the Association's attorneys, to address.
Jupiter Bay Website
The Jupiter Bay Condominium Association website provides valuable information regarding the Association and community activities.
It's purpose is "to provide condominium owners helpful information to keep them informed of Association activities, enhance community spirit, increase transparency, and promote inclusiveness of all owners. The content of the website is strictly controlled by the Association. The website will not contain information that violates generally accepted privacy standards, is political in nature, is offensive to individuals or organizations."
The website needs to be reviewed and updated regularly as it is an important communication source for our owners.
Corresponding with Owners
Primary methods for Association communication with members are as follows:
- Newsletters & bulletins
Board & Committee meeting Notices with agendas
First & second Annual Meeting notices (January/February & March)
Proposed and final annual budgets (November)
Annual audited financial report (April)
Board letters to specific owners (as required)
Jupiter Bay Newsletters
Regular, as a minimum quarterly, and timely Newsletters provide another important official Board communication tool. Newsletters should clearly communicate factual information to help owners understand the progress and accomplishments of the Association. They should not be used to promote a particular opinion, agenda, or political position.
Following are recommended Newsletter contents:
Prompt Board response to owner correspondence (emails, letters, etc.) is very important, enabling owners to feel that their input and concerns are valued.
Florida Statute 718.112(2)(a)2 says that "when a unit owner files a written inquiry by certified mail with the board of administration, the board shall respond in writing to the unit owner within 30 days of receipt of the inquiry. The board’s response shall either give a substantive response to the inquirer, notify the inquirer that a legal opinion has been requested, or notify the inquirer that advice has been requested from the division."
If the board requests advice from the division, the board must respond within 10 days of its receipt of the advice. If a legal opinion is requested, the board has 60 days to respond.
10 Business Days -- Official records of the association shall be made available to a unit owner after receipt of a written request to the Board.
- Smartphone, tablet or other portable device can be used to scan or photograph.
- The association may adopt reasonable rules regarding the frequency, time, location, notice, and manner of record inspections and copying.
Owner Inquiry by Certified Mail:
- 30 Days Substantive response (or) sought legal/division opinion
- 10 Days After receipt of Division advice
- 60 Days After owner inquiry when Board seeks legal advice
60 Days -- Time Board has to place an item on a Board Meeting agenda If 20 percent of the voting interests petition the board to address an item of business.
5 Business days -- to file an elevator accident report ($1,000 max fine for failure to report).
Reasonable period -- Converting recorded meeting minutes to written form.
Right of Owners to Assemble
Florida Statute 718.123 grants the right of owners to peaceably assemble:
(1). All common elements, common areas, and recreational facilities serving any condominium shall be available to unit owners in the condominium or condominiums served thereby and their invited guests for the use intended for such common elements, common areas, and recreational facilities, subject to the provisions of s. 718.106(4) (See below). The entity or entities responsible for the operation of the common elements, common areas, and recreational facilities may adopt reasonable rules and regulations pertaining to the use of such common elements, common areas, and recreational facilities. No entity or entities shall unreasonably restrict any unit owner’s right to peaceably assemble or right to invite public officers or candidates for public office to appear and speak in common elements, common areas, and recreational facilities.
(2). Any owner prevented from exercising rights guaranteed by subsection (1) may bring an action in the appropriate court of the county in which the alleged infringement occurred, and, upon favorable adjudication, the court shall enjoin the enforcement of any provision contained in any condominium document or rule which operates to deprive the owner of such rights.
Owner's Email Address Usage
The email address that you provide becomes part of the Association's "Roster of Unit Owners", and its use is regulated by the Official Records section (12) of Florida Statute 718.111.
Paragraph (a)7 of this section says that the Association shall maintain: "A current roster of all unit owners and their mailing addresses, unit identifications, voting certifications, and, if known, telephone numbers. The association shall also maintain the electronic mailing addresses and facsimile numbers of unit owners consenting to receive notice by electronic transmission. The electronic mailing addresses and facsimile numbers are not accessible to unit owners if consent to receive notice by electronic transmission is not provided in accordance with subparagraph (c)5. However, the association is not liable for an inadvertent disclosure of the electronic mail address or facsimile number for receiving electronic transmission of notices."
Paragraph (c)5 says that this information is used to fulfill the association's notice requirements. The paragraph also regulates the printing and distribution of the owners' directory.
Following is a summary of the statutes referenced above:
- An association may print and distribute to owners a directory containing the name, address and phone number (but not email address) of each owner. An owner may request in writing to exclude telephone number.
- Owner email addresses are maintained by the association for those owners who consent to receive notices by electronic transmission.
- The electronic mailing addresses are not accessible to unit owners if consent to receive notice by electronic transmission is not provided.
- The association is not liable for an inadvertent disclosure of electronic mail addresses.