Size Matters: Should Your Condo Super-Size Its Board of Directors?

For many condominium associations in Florida, the amount of board members serving on a board of directors is usually dictated by the association’s governing documents or bylaws. There are associations, however, whose documents are silent on the number of directors that can be elected. In the absence of such a provision, condominium associations would have to refer to Chapter 718, Florida Statutes, which provides that a board of administration of a condominium shall be composed of five members.  For those bylaws that do include language with specifications regarding a board’s size, the average number of board members serving typically ranges from three to five board members. But is there an ideal size?

While there is no “right” size for a board of directors, community associations that are considering decreasing or increasing their existing board’s size should always evaluate the pros and cons of doing so. It is possible for a board to be either too big or too small. For example, associations that typically have a great deal of qualified candidates running for seats on the board might contemplate increasing their board’s size to accommodate those applicants, while benefiting from the value that each individual brings and the efficiency that comes with working in a bigger group. However, there also may be unintended consequences of increasing the number of directors on a board. For instance, having to discuss and consider board action with additional opinions can prolong decision making, thus causing a board to be inefficient.

By the same token, boards with fewer directors are faced with a different set of challenges. For example, elected board members that fall off the radar or abandon their position can make it impossible for a board to move forward and take action with respect to association business. Additionally, a three-person board needs to be mindful that one-on-one interactions between directors regarding association business may be prohibited by “sunshine laws” outside of properly noticed board meetings, as two directors would constitute a quorum.

It is important for condominium associations to evaluate their reasoning for wanting to change their board’s size prior to making any definitive changes. In doing so, they might realize that their existing size is just right, after all.