Authority and Disorder

By Betsy Barbieux, CAM, CFCAM, CMCA / Published May 2021

Without a source of authority, there is disorder. Society that does not submit to an established authority is chaotic. Families that do not have an authority figure leave children to live with uncertainty. Businesses without an established authority and knowledge of purpose cause employees to work in “silos.” Community associations that do not recognize the governing documents, statutes, the board of directors, and professional management as sources of authority create factions, cause conflict, encourage bullies, and promote a hostile work environment.

     You can spot those owners and board members who don’t recognize authority and structure systems for community association governance, maintenance, and operations. They say things like the following:

           “That just doesn’t make sense to me. I think we should look at it this way.”

          “Well, the way we used to do it in Ohio wasn’t anything like what you just said we had to do.”

          “I have lived here for 20 years, and we’ve never done it that way before.”

     Most likely some version of these comments is a response to your reminder about following the provisions in the documents or the statutes. These comments often trigger a volley of similar responses from others who are insisting that what they think is better, or the way they did it in Indiana was better than the way it was done in Ohio, or arguing they have lived here longer. It becomes an exchange of ignorance.

     These comments reflect the authority structure within the individual, which is housed in their intellect, experience, and tradition. Intellect, experience, and tradition are very important to humans. We use them as anchors for the way we live our lives. They provide sources of authority for us to use in making decisions and having some consistency in our lives. They provide an understanding of who we are, where we have been, and where we are going.

     The authority structure within an individual will differ from person to person. And it may differ from the authority structure needed for community association governance, and it may cause a board of directors to make a wrong decision.

     But every manager knows that the documents coupled with the statutes are the final authority the board of directors should use in making decisions. The other three sources—intellect, experience, and tradition—should certainly be considered, but ultimately everything should align under the final authority—the documents and statutes.

     To refresh your memory, here is a list of “the documents” in order of their priority.

• Recorded Plat
• For a Condominium—Declaration of Condominium, and Chapter 718, Florida Statutes, and accompanying provisions of the Florida Administrative Code
• For a Cooperative—Proprietary Lease and Chapter 719, Florida Statutes, and accompanying provisions of the Florida Administrative Code
• For a Homeowners Association—Declaration of Covenants, Conditions, and Restrictions and Chapter 720, Florida Statutes
• Articles of Incorporation
• By-Laws
• Rules and Regulations
• Motions/Resolutions

     Elections don’t always produce informed and knowledgeable board members. Sometimes the election brings chaos (because of a failure to recognize the authority structure) instead of improvement. Most new board members have never read the documents, the Florida Statutes, or the Florida Administrative Code. They don’t understand Robert’s Rules of Order as it applies to small boards.

     Florida statutes hold directors personally responsible for willfully violating their fiduciary responsibility. Directors’ and officers’ liability insurance does not cover willful violations by assuming the positions of directors, it is presumed they are knowledgeable and have taken whatever steps were necessary to become so. 

     Because of that fiduciary relationship to the owners, board members are required to certify. They may do so one of two ways: by signing a document affirming they have read their documents, or by attending an approved board certification course and submitting a certificate of completion. Both type certifications are to be kept with the official records of the association. Should a board member fail to certify, they are removed from the board until they do so.

     While directors are not required to be licensed and are, therefore, not subject to the same type standards of professional conduct as licensed managers, some associations have found it beneficial to institute a written standard by which their directors should conduct themselves. They are asked to sign it upon taking office. Though probably not legally enforceable, it becomes a moral reminder of their responsibilities to the community.

     Some associations report new board member orientations help. Whether you conduct your own orientation or bring in someone else knowledgeable in community association management to speak to the new board, an orientation might include a review of the following:

• The documents (even though they should have read them, that is not always the case)
• The governing statutes
• The past years’ minutes
• Vendors’ contracts
• The budget
• Explanation of officers’ duties and fiduciary responsibilities
• The manager’s contract and duties (if you have a CAM or a management company)
• The job descriptions of any employees
• Pending litigation, rules violations, and fines
• Signing of new signature cards for the bank accounts
• An exchange of names and telephone numbers if members do not already know each other

     Directors and officers need to understand what the documents say about their duties and responsibilities and how that might differ from other volunteer boards on which they have served. They need to be reminded there are statutory requirements to be followed which they never had to consider when serving on their local service, civic, or professional club boards.

Using intellect, experience, or tradition without knowing the provisions in the documents and statutes is a violation of a director’s fiduciary responsibility. Without a thorough orientation, here is what could happen at your association:

        “About an hour into a presentation to a board of directors regarding their fiduciary responsibility to uphold the documents, a director timidly raised her hand and said to the speaker, ‘You keep referring to “the documents”…what are “the documents”’?”

     Do what you can to keep this from happening at your association! 

Betsy Barbieux, CAM, CFCAM, CMCA

Owner, Florida CAM Schools

     Betsy Barbieux, CAM, CFCAM, CMCA, guides managers, board members, and service providers in handling daily operations of their communities while at the same time dealing with different communication styles, difficult personalities, and conflict. Effective communication and efficient management are her goals. Since 1999, Betsy has educated thousands of managers, directors, and service providers. She is your trainer for life! Betsy is the author of Boardmanship, a columnist in the Florida Community Association Journal, and a former member of the Regulatory Council for Community Association Managers. Subscribe to CAM MattersTM at www.youtube.com/c/cammatters. For more information, contact Betsy@FloridaCAMSchools.com, call (352) 326-8365, or visit www.FloridaCAMSchools.com.