The Role of an Owners Association Board of Directors
What is a Board of Directors?
A Board of Directors is a group of individuals who oversee the operations of an organization and represent the interests of its shareholders. In the case of an Owners Association (OA), the Board of Directors represents the interests of the residents living within the community, and the interests of the community itself.
Some of the officials that often comprise a Board include a President/Chair, Vice-President, Secretary, Treasurer, and Directors.
This blog will focus on the role of a Board of Directors from the perspective of running an OA.
President and Chair: The Chair of any given Board is responsible for leading all other members of the Board. The Chair assess the performance of the Association, provides strategic direction to assist in achieving organizational goals, and ensures satisfactory governance. The Chair establishes meeting agendas, heads the conduct of meetings, and may also attend committee meetings.
Vice President: The Vice President supports the Chair with all the above-mentioned duties and takes on the role of the Chair when they are absent.
Secretary: The Secretary of an OA Board of Directors records meeting minutes, maintains meeting and organizational records, and distributes materials for review to Board members prior to and following a meeting. The Secretary must possess an understanding of legal documents and other materials relevant to Board meetings and assists with the onboarding of new Board Members as required.
Treasurer: The Treasurer of any given Board oversees the finances of the Association. They oversee scheduling Audits, generating and monitoring budgets, and submitting budget proposals to the Board for approval. The Treasurer reports on the Association’s financial performance and ensures financial policies and procedures are put in place by the Board and amended as necessary.
Directors: A Board will often select Directors based on desirable skills and experience. The Directors form a Board’s committees, take-part in annual planning and evaluation processes, and assist in the development and deliberations of the organization’s governance. Directors are responsible for building effective working relationships with the other members of the Board to ensure consensus throughout decision-making processes.
What are the primary responsibilities of the board?
An OA Board of Directors is responsible for establishing the Owners Association’s mission and purpose and restructuring both as necessary. Ways that the Board achieves this is by setting strategic direction, constructing organizational plans to achieve the OA’s goals and objectives, reviewing and approving financials, and managing resources. The Board makes collaborative decisions on the policies and procedures of the Association, regularly assesses and reevaluates their own performance, and ensures proper governance by complying with local, provincial, and federal laws and regulations.
The OA Board convenes on an as-needed basis throughout the year for planning purposes, to discuss management and development updates, and to evaluate the administration, communication, events, and financials of the Association. When adjustments to Bylaws of a community need to be made, the Board will meet and extend an invitation of attendance to residents. The Board also hosts an AGM annually to meet with members of the Association.
How are Board members appointed?
In the case of an OA, the Board of Directors is typically managed by the Developer during the early stages of community development. While under Developer management, officials of the Board will select new members based on their relevant experience, as well as knowledge and skills that can prove beneficial to the governance of the Association. Members of an OA Board of Directors typically serve a one- or two-year term and are eligible for re-election once this term has been completed.
As communities become more established, resident Board members are typically elected, however this is not sustainable until the community nears completion. At that time, residents of the community are invited to apply for an available position by submitting their resume and cover letter to the Association. A select team of Board members review these applications and may interview candidates as they see necessary. Once finalists have been determined, deliberations will be shared with the remainder of the Board, at which point the Board will collectively review all findings and select their new member.
This process continues until development of the community is complete, and all areas have been turned over to the City or Municipality, at which point the entirety of the Owners Association, including the Board, will become resident run and operated.
What is an Annual General Meeting?
An OA’s Annual General Meeting (AGM) is a meeting between the Board and the residents of the community that is held once per year. The AGM provides residents with the opportunity to review the performance and financial statements of the Association, ask questions, voice any concerns, and collaborate with the Board on any other important matters.
The AGM is comprised of two parts, the first being a formal portion centered around governance, approving minutes from the previous year’s AGM, and reviewing financials and other relevant materials from the fiscal year. The second part of the AGM is a question-and-answer session open to the residents of the community.
Defining terms commonly used by an OA Board
Scrutineer: An individual appointed by a Board to make certain of proper governance during the meeting. The Scrutineer prevents corruption by determining if quorum has been met, observing the voting process, and detecting any mistakes or problems.
Quorum: The minimum number of board members present at the meeting to make the proceedings and decisions by vote at the meeting valid.
Report of the Corporation: A document that provides information about the Association’s operations and performance.
Auditor: A professional or business that reviews the Association’s financial records to ensure they are accurate and comply with the appropriate laws and regulations.
Agenda: A list of items to be discussed at a meeting.
Motion: A formal suggestion put forward during a meeting that is to be accepted or rejected.
Minutes: A written record of a meeting that includes all relevant questions, discussions, and decisions.
Proxy: Authority given to an individual to vote on someone’s behalf (in their absence).
Proof of Mailing/Notice: A document or receipt provided by a postal service or email to verify that a piece of mail was sent on a specific date.
Recording Secretary: The individual responsible for recording the minutes of a meeting.
Oftentimes during an Owners Association AGM, the Board will utilize development terms to answer a variety of questions asked by residents. For definitions and further information, please read our blog titled Common New Community Terms – Defined.
If you are a resident of one of our Owners Association communities, you can view the OA’s reports, financial statements, and AGM minutes/Q&As from both past and present years. Visit the Governance and Reports tab under the Members section of your community’s OA website to learn more:
Ambleton: https://ambletonoa.com
Dawson’s Landing: https://dawsonslandingoa.com
Harmony: https://harmonyowners.com
Hotchkiss: https://hotchkissoa.com
Vermilion Hill: https://vermilionhilloa.com