An HOA board resolution helps pass policies and implement decisions within a planned community. It allows board members to formalize and document their rulings in an official capacity. Understanding when resolutions are necessary and how to pass them is critical to being a board member.
What is an HOA Board Resolution?
An HOA board resolution is a formal, official record of a decision made by the board of directors. Resolutions are flexible, as they can serve several purposes.
For one thing, a resolution can help clarify the rules. If existing community guidelines use vague or unclear wording, the board can pass a resolution to clarify them.
Resolutions can also set policies. Outside of amendments, a resolution can introduce new day-to-day requirements, guidelines, or procedures. It can also speed up certain processes, such as addressing an urgent safety or security issue.
Finally, a board resolution can grant authority. It can give someone permission to act on behalf of the association, such as signing a contract or executing a policy.
Types of HOA Resolution
There are three types of HOA resolutions: policy resolutions, administrative resolutions, and special resolutions. Let’s discuss each one below.
1. Policy Resolutions
A policy resolution has a direct impact on the rights and responsibilities of homeowners. Also known as interpretive resolutions, these resolutions help clarify any vague or ambiguous provisions in the governing documents.
Additionally, a policy resolution can establish new rules in accordance with the CC&Rs and bylaws. For example, if the governing documents allow the HOA to collect fines for violations, a resolution can establish the fine schedule.
2. Administrative Resolutions
Administrative resolutions address the association’s internal procedures. Also known as procedural resolutions, these clarify the rules governing board elections, association meetings, and related matters.
3. Special Resolutions
Special resolutions address specific situations on a case-by-case basis. They handle unique or one-time projects, such as special assessments or major repairs.
That said, special resolutions don’t stand on their own. They must be supported by, or created in accordance with, the governing documents. If the HOA board has no authority to levy a special assessment, for instance, a resolution passing one may not be enforceable.
HOA Resolutions vs HOA Amendments
Resolutions and amendments share similarities, but they are not the same. For one thing, passing a resolution requires only a board vote, whereas passing an amendment to the governing documents typically requires a vote of the entire membership.
Additionally, a resolution and an amendment differ in purpose. An HOA board resolution supports the governing documents. It clarifies rules, sets policies, and grants authority — all in accordance with the CC&Rs and bylaws.
On the other hand, an amendment permanently changes the association’s foundation. They alter the CC&Rs and bylaws, which are the basis of all resolutions.
When to Use Board Resolutions
Board resolutions are typically reserved for:
- Formally documenting a decision that falls within the board’s existing authority
- Establishing procedures for carrying out responsibilities already granted by the governing documents
- Adopting policies or rules that support the governing documents (without conflicting with them)
- Authorizing contracts, expenditures, projects, or other board actions
- Responding to individual homeowner matters that require a formal board decision
- Recording decisions involving budgets, dues, assessments, vendors, enforcement procedures, and other administrative matters
When to Use Amendments
Amendments are typically reserved for:
- Revising the governing documents (CC&Rs, bylaws, and articles of incorporation)
- Changing provisions that define the rights or obligations of homeowners
- Adding, removing, or significantly changing community restrictions
- Updating governing documents to reflect changes in federal, state, or local laws
- Eliminating provisions that are obsolete, impractical, or no longer relevant
- Changing rules concerning property use, leasing, architectural standards, or other property rights
- Making a change that the existing governing documents don’t give the board authority to make on its own
How to Create an HOA Board Resolution
Creating board resolutions, while simpler, still follows an established procedure. Board members should refer to their governing documents for the official guidelines.
That said, here are the general steps for constructing and passing an HOA board resolution.
1. Check State Laws and Governing Documents
First, board members must confirm their authority with state laws and the governing documents. The proposed resolution must not conflict with these; in fact, it must support or align with them.
For example, an HOA can’t prohibit owners from displaying the American flag, as such a rule conflicts with both the federal Freedom to Display the American Flag Act and Section 1-70 of the Illinois Common Interest Community Association Act.
2. Draft the Resolution With the Board
Since the resolution is a board action, all board members should be involved in its creation. This opens a dialogue and encourages opinions from different perspectives.
Additionally, it helps to write an initial draft of the resolution. This draft (and the final version) should include key details, such as:
- The purpose of the resolution
- The decision, policy, or action being adopted
- Steps the board will take to implement the decision
- The legal authority supporting the board’s action
- The date the resolution takes effect
Of course, directors must be careful about the specific details they include in the resolution. If it’s a board resolution for delinquent members, for example, it may not be prudent to list the names of those members.
3. Seek Input from Homeowners
After approving the draft, the HOA board should present it to the homeowners at a meeting (when possible). This gives owners a chance to voice their concerns, ask questions, or provide feedback regarding the resolution.
Of course, not every opinion or suggestion should influence the resolution. The board must learn to discern which input is useful and which only disrupts progress. Nevertheless, active listening helps owners feel more involved.
4. Vote on the Resolution
Passing the resolution requires a board vote. This vote must take place at a properly noticed open board meeting. This helps promote transparency and accountability within the community.
5. Document and Communicate the Resolution
Finally, it is important to record the final resolution. Proper documentation creates a paper trail, allowing future boards to use it as a reference.
Moreover, boards must communicate the resolution to all community members. If owners aren’t aware of a newly passed resolution, the board may be unable to enforce it against anyone.
HOA Board Resolution Sample
Download Your HOA Board Resolution Template Here
Facilitating Smooth Operations
An HOA board resolution is an essential tool in community management. Board members use it to formalize decisions, policies, and authority. Yet passing a resolution requires following key steps, and skipping even one can render the resolution void.
Westward360 is a trusted partner for HOAs and condo associations across the United States. To get started on expert association management, contact us today or request a proposal online!
