Condominium Associations

New directors must sign the form or go to class

Last month we talked about what owners must do to run for the board in a Condominium or Homeowners” Association. This month we will discuss what document a newly elected or appointed director in a Condominium Association, Cooperative Association, or Homeowners’ Association must sign to be in compliance with State Law requirements.

Florida law says that new directors must either sign a new director certification form or attend an educational class and obtain a certification of completion form.

Section 718.112(2)(d)3.b., Florida Statutes provides that: “Within 90 days after being elected or appointed to the board of an association of a residential condominium, each newly elected or appointed director shall certify in writing to the secretary of the association that he or she has read the association’s declaration of condominium, articles of incorporation, bylaws, and current written policies; that he or she will work to uphold such documents and policies to the best of his or her ability; and that he or she will faithfully discharge his or her fiduciary responsibility to the association’s members. In lieu of this written certification, within 90 days after being elected or appointed to the board, the newly elected or appointed director may submit a certificate of having satisfactorily completed the educational curriculum administered by a division-approved condominium education provider within 1 year before or 90 days after the date of election or appointment. The written certification or educational certificate is valid and does not have to be resubmitted as long as the director serves on the board without interruption. A director of an association of a residential condominium who fails to timely file the written certification or educational certificate is suspended from service on the board until he or she complies with this sub-subparagraph. The board may temporarily fill the vacancy during the period of suspension. The secretary shall cause the association to retain a director’s written certification or educational certificate for inspection by the members for 5 years after a director’s election or the duration of the director’s uninterrupted tenure, whichever is longer. Failure to have such written certification or educational certificate on file does not affect the validity of any board action.”

Similar language is provided in Chapter 720, Florida Statutes for Homeowners’ Associations and Chapter 719, Florida Statutes for Cooperative Associations.

Even though the new director certification forms says that the director has read “all” of the association’s governing documents (most directors never have read all of their governing documents and never will- nor has their Attorney), there is no penalty under the Statutes for signing the document and not actually reading the governing documents.

Similarly, for the few directors who chose to go to a class, there is no requirement to pay attention or take or pass any test. As long as the warm body director shows up, he or she will get a certificate of completion.

As long as one of the two forms (new director certification form or certification of completion of educational class) is turned into the Association within 90 days of the election or appointment to the board, the director qualifies to be on the board.

So that the qualification requirement for directors does not become an issue at your condominium, cooperative or homeowners’ association, all of your directors should sign a director certification form at your organizational board meeting following your annual meeting this season. You can get such a form from your Association attorney if your manager does not already have one. The association Secretary should then keep the signed forms along with the other Association records.

It is very interesting that the State of Florida makes unpaid volunteers willing to serve on their association’s board go through this mindless routine of signing these forms and filing them with the association’s records.

Even if a new director forgets to sign a form and is therefore “suspended” from the board, the suspension can be lifted in just a few minutes by giving the director the form and then putting it in the file. So this “sign da papers” law is really a form over substance needless imposition on volunteers care of the State.

Rob Samouce is a principal attorney in the Naples law firm of Samouce & Gal, P.A. He is a Florida Bar Board Certified Specialist in Condominium and Planned Development and concentrates his practice representing condominium, cooperative and homeowners associations in all their legal needs including the procedural governance of their associations, covenant enforcement, assessment collections, contract negotiations and contract litigation, real estate transactions, general business law, construction defect litigation and other general civil litigation matters. This column is not based on specific legal advice to anyone and is based on principles subject to change from time to time.