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Offices and Duties

Offices of the Board of Directors and their Duties

The officers of the board of directors are generally president, vice-president, secretary, treasurer and member at large.

  1. President - The president of the Board presides at all meetings of the Board of Directors. The president is ultimately responsible to see that orders and resolutions of the Board of Directors are carried out. The president generally signs all contracts and other written instruments and co-signs all checks and promissory notes.
  2. Vice-President - The vice-president acts in the place and stead of the president in the event of his absence and exercises other duties as may be required of him by the Board.
  3. Secretary - The secretary record the votes and keeps the minutes of all meetings and proceedings of the Board and of the Members. The secretary also signs all contracts and other instruments executed in the name of or on behalf of the association. The secretary is keeper of the corporate seal of the Association and affix it on all papers requiring the seal. The secretary also serves or causes to be served, notice of meetings of the Board and of the Members; keeps appropriate current records showing the Members of the Association together with their address, and performs other duties as required by the Board.
  4. Treasurer - The treasurer receives and deposits in appropriate bank accounts all monies of the Association and disburses such funds as directed by resolution of the Board of Directors. The treasurer signs all checks of the association; is keeper of the books of account; cause an annual audit of the Association books to be made by a public accountant at the completion of each fiscal year; and prepares an annual budget and a statement of income and expenditures to be presented to the membership in compliance with the civil code, and delivers a copy of each to the Members.
  5. Member at Large - The member at large is the fifth member of the Board of Directors and is a voting member of the board. The member at large fulfills duties as assigned by the President or by the board.

Being a volunteer member of an HOA board of directors does come with duties and responsibilities. The associations C.C.and R.'s (covenants, conditions and restrictions) and Bylaws set forth the general powers and duties of the Board and the specific limitations upon the Board's powers. The Board of Directors of an HOA generally have the power to adopt and publish "Rules and Regulations" to protect the interests of the homeowners. Each individual board position comes with certain duties and responsibilities.

Board member Commitment Statement

As a member of the Board of Moon Bay Condominium Association, I commit that:
  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. I am willing to further the work of this Association through my time, my skills.
  4. I will attend and actively participate in regular and special board meetings and other events requiring board participation and maintain confidentiality of content therein as appropriate.
  5. I will fully prepare for these meetings by reading the background material in the board packet and researching issues that relate to or have the potential to impact the association,
  6. I will support board member/committee development by aiding in the identification and procurement of potential candidates and mentoring new members
  7. I will strive to be an objective decision-maker and take into account the effects of my actions on individuals, the association, and the community—I commit to representing and respecting the interests of the owners/association first and foremost,
  8. I acknowledge the board must speak with one voice and I avoid taking individual action on any issue. I will refer substantive information relating to real or perceived grievances from individuals or groups to the head of the board,
  9. I understand, and will disclose and avoid any conflict of interest


Board members must exercise their authority and carry out the duties of their respective positions for the sole benefit of the Association/owners.  They must avoid placing themselves in positions in which their personal interests are, or may be, in conflict with the interests of the Association.  Where a potential conflict of interest exists, it shall be the responsibility of the person involved, or any other person with knowledge, to notify the Board members of the circumstances resulting in the potential conflict so that the Board can take such action as it shall deem appropriate. 

Some examples of potential conflicts of interest are:

  1. Financial Interests: (a) Having a direct or indirect financial interest in any business or firm (i) from which the Association obtains goods or services, (b)Representing the Association in any transaction or activity in which the individual has a direct or indirect financial interest or would benefit, directly or indirectly from the transaction or activity. (c) Any other circumstance in where the individual may profit, directly or indirectly, from any action or decision by the Association in which he or she participates, or of which he or she has knowledge.
  2. Inside Information: Using or disclosure of confidential information about the Association, its activities or intentions, for the personal profit or advantage of the individual or any other person.
  3. Conflicting Interests Other than Financial: Representing in any manner another company, institution, agency or person in any transaction or activity which involves this Association.
  4. Employment and Other Activities: Accepting employment or engaging in any business, professional or voluntary activity that might require or involve disclosure of confidential information acquired by reason of one’s official position in the Association.
  5. Gifts and Favors: Accepting gifts or favors, with a fair market value in excess of $25, from any firm or individual which does, or seeks to do, business with the Association.

Consistent with the intent of this Conflicts of Interest Statement, the Association shall not hire any close relative (spouse, parent, sibling, children, in-law) of a board member, officer or administrator without the express permission of the Board.

No board member who directly or indirectly is involved in a potential conflict of interest shall be counted in determining the existence of quorum for any portion of a meeting of the Board where the potential conflict is considered; nor may the member vote on any action of the Board regarding that potential conflict.

Each member/owner, officer and administrator shall:

  1. Upon becoming aware of an actual or potential conflict of interest, make full disclosure to the Board of all facts pertaining to the actual or potential conflict of interest.
  2. Submit this annual written declaration stating that to the best of his/her knowledge there are no actual or potential conflicts of interest or any instances in which there may be an appearance of conflict with regard to the Association.

Board Member: __________________________________________________ Unit/Slip _____ Date: _______

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Condominium Association Board Member Certification Form*

I, _____________ (print name), certify that I have read the Association’s declaration of condominium, articles of incorporation, bylaws, and current written policies and will work to uphold such documents and policies to the best of my ability and that I will faithfully discharge my fiduciary responsibility to the association’s members.


Signed:                                                           Date:

Submit this form to the association via email within 90 days after being elected or appointed to the board or a form similar to this one attesting to the above, or a director may submit a certificate of satisfactory completion of
the educational curriculum administered by a division-approved condominium education provider.

*A board member certification form or a certificate of satisfactory completion of a Division Approved Educational Curriculum is required by section 718.112(2)(d)4b, of Chapter 718, Florida Statutes. However, if you are an incumbent director re-elected to another term and you previously submitted a certification.

THIS IS TO CERTIFY that the undersigned, constituting all of the record owners of the Unit #(s) , have designated:

Name of Voting Representative ______________________________

As their representative to cast all votes and take such other action to which an owner may be
entitled at meetings of the Association and for all other purposes provided by the Governing

The following examples illustrate the proper use of this certificate:

1. Unit owned by John Doe “and” his brother, Jim Doe. Voting Certificate required designating either John or Jim as the voting representative. NOT A THIRD PERSON.
1. Unit owned by Overseas, Inc., a corporation or LLC. Voting Certificate must be filed naming an officer or employee entitled to vote, signed by President or Vice- President of corporation and attest by Secretary or Assistant Secretary of corporation.
2. Unit owned by Mr./Mrs.________________ “or” _______________. No Voting Certificate required.

This revokes all prior Voting Certificates for this unit.

Dated this day ___________ of  year ____.

NOTE: This form is not a proxy and should not be used as such. Please be sure to designate one of the joint owners of the unit as the Voting Representative, not a third person. If the voting representative cannot attend the meeting and must use a proxy, the voting representative must sign the proxy.

Owner ______________________________________   Owner ______________________________________

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