Just as with the “sunshine” laws mandating public access to the decision-making processes within the state government of Florida, community associations have their own sunshine laws to ensure that unit owners are able to monitor and participate in their governance. These laws, which include the owners’ right to attend and record board of directors’ meetings as well as to speak on agenda items at the meetings, are brought into play in the association context when a quorum of the board of directors meets to discuss association business. As such, directors must always remain mindful of the fact that they should avoid discussing association business, or making decisions on behalf of an association, outside of properly noticed meetings.
The laws for both condominium associations and homeowners’ associations suggest that if a quorum is present and association business is being discussed, then the gathering essentially constitutes a board meeting that should be open to the entire membership. Consequently, for associations with a three-person board of directors, this means that any conversations about association business between board members outside of the official meetings should be avoided, as two directors constitute a majority of the board and typically a quorum.
As such, if a quorum of directors is present at any gathering, any discussion of association business should be tabled for an upcoming properly noticed board meeting. While this may seem to create a burdensome hurdle for directors in associations, especially those with three-person boards, it is necessary to uphold the sunshine laws governing community associations and ensure that board and committee discussions and decisions are open to membership participation.