HOA Bylaws Template

The name of the association is [Association Name], Inc. (the "Association"), a nonprofit corporation organized under the laws of the State of [State].

These Bylaws govern the internal affairs of the Association and supplement the Declaration of Covenants, Conditions, and Restrictions ("CC&Rs") recorded against the property known as [Community Name], located at [City, State]. Where these Bylaws conflict with the CC&Rs, the CC&Rs control.

Every person or entity who holds record title to a lot within the community is a member of the Association. Membership is appurtenant to and may not be separated from ownership of a lot.

The Association has one class of voting membership. Each lot is entitled to one vote, exercised by its owner or an authorized proxy. When a lot is owned by more than one person, the owners must designate one voting representative.

The affairs of the Association are managed by a Board of Directors consisting of [odd number, e.g., 3 or 5] members elected by the membership at the annual meeting.

Directors serve [1–2]-year terms, staggered so that approximately half of the seats are elected each year. A director may serve consecutive terms unless these Bylaws are amended to impose term limits.

A vacancy on the Board may be filled by a majority vote of the remaining directors for the balance of the unexpired term.

The Board may hold regular meetings on a schedule it adopts and special meetings on [7] days’ notice to directors. A majority of the Board constitutes a quorum. Meetings open to members must be noticed per the Association’s meeting notice policy and state open-meeting requirements, where applicable.

The Board may act without a meeting by unanimous written consent, and, where permitted by state law and the Association’s policies, by videoconference.

The officers of the Association are a President, Vice President, Secretary, and Treasurer, elected annually by the Board from among its members. One person may hold more than one office except President and Secretary.

The President presides at meetings and is the Association’s chief executive officer. The Treasurer oversees financial records, prepares the annual budget for Board and membership review, and reports on the Association’s financial condition at each regular meeting. The Secretary keeps the minutes, membership records, and official notices.

An annual meeting of members is held each year at a time and place set by the Board, for the election of directors and any other business properly brought before the membership.

Special meetings may be called by the President, by a majority of the Board, or by members holding at least [10–25]% of the total votes, on a written petition.

Written notice of any meeting, stating the date, time, place, and purpose, is given to every member not less than [10] nor more than [60] days before the meeting.

Unless the Declaration or state law requires a greater percentage, a quorum for a members’ meeting is [10–25]% of the total votes, present in person or by proxy.

The Board may establish standing or ad hoc committees, including an Architectural Review Committee, to assist with Association business. Committees act in an advisory capacity unless the Board delegates specific decision-making authority in writing.

The Board adopts an annual budget and levies regular assessments against each lot in accordance with the CC&Rs. The Board may also levy special assessments for capital improvements or unbudgeted expenses as authorized by the Declaration.

The Association’s fiscal year runs from [January 1] to [December 31]. The Board causes the Association’s financial records to be reviewed or audited as required by the Declaration, state law, or membership vote.

These Bylaws may be amended by a vote of members representing at least [majority or higher, per Declaration] of the total votes of the Association, at a meeting called for that purpose, or by written consent in lieu of a meeting where permitted.

Indemnification: The Association indemnifies its directors and officers to the fullest extent permitted by state law for actions taken in good faith on the Association’s behalf.

Records: The Association maintains its financial books, meeting minutes, and membership records, and makes them available for member inspection as required by state law and the Declaration.

Severability: If any provision of these Bylaws is held invalid, the remaining provisions continue in full force and effect.