Each and every multifamily community is different, with unique needs, expectations, and challenges. If you’re a regular reader of this publication, you’ve heard that refrain many times, across a broad range of contexts—including board governance. Some boards are tight-knit, proactive, and highly involved in the day-to-day operation of their associations, while others prefer to delegate the operational tasks to management, serving primarily as the final word on big expenditures, capital projects, and unit transfers. 

Both approaches are valid, and can be equally effective, depending—again—on the unique character and needs of the building or association being governed. A board’s governing style depends on a variety of factors, among them the size of the community, the presence and contractual obligations of management, what the community’s governing documents require, the condition and complexity of the physical property, and the personalities of the board members themselves.

One Size Does Not Fit All

Condo associations, HOAs, and residential co-ops are governed by an elected board whose responsibility it is to protect the welfare of the community in accordance with the law and its own governing documents. As one veteran property manager puts it, “There is no such thing as a ‘one-size-fits-all’ board. Every building has its own personality, history, and pressure points, and that heavily influences how a board governs.” 

To better understand how a residential governing style can develop, it’s important to understand the components of board authority. 

According to Michael Kim, of counsel at Chicago-based law firm Schoenberg Finkel Newman & Rosenberg, LLC, under Illinois law, “The president is the chief executive officer, charged with implementing the board’s policies and decisions. Typically, the president chairs meetings of the board and the membership, provides general leadership in terms of guiding the board on issues and concerns, and is the main point of contact between the board/association and the management (if any), and other third parties. 

“The vice president acts in the absence or unavailability of the president, and performs such other functions as assigned to him/her by the president or the board,” Kim continues. “The treasurer’s primary function is keeping the financial books and records of the association. He or she also generally handles and takes the lead on matters like the annual budget formulation, oversight of financial operations, and reporting on financial concerns to the board. The secretary’s primary function is keeping the corporate books and records, such as minutes of the board and membership meetings, for example, in good order. He or she also receives and issues notices as required by the association’s governing documents and the statutes, and certifies to third parties that corporate documents are true and correct.”

In most cases, boards work in collaboration with a property manager, legal counsel, and an accounting consultant, depending on these contracted professionals to help them make effective decisions and then execute them. What varies from community to community is how much collaboration there is in the policy-making process, how much input and direct involvement the board demands, and how much discretionary decision-making power the board delegates to their hired professionals.

Constitutional Monarchy vs. L'etat C’est Moi

Depending on the factors just mentioned, some boards prefer a more strategic, policy-oriented approach, focusing on the high-level decisions and delegating more operational tasks to management, while others are more hands-on, involved in everything from vendor coordination to direct interaction with residents.

According to one attorney specializing in condo association law, “Some boards are very deeply involved with direct daily management. Others are not, whether or not there is a managing agent; most fall somewhere in the middle. Both approaches have their pros and cons. One positive aspect of having a very hands-on board is that they really know what’s going on in the community, and can react quickly when issues come up. 

However, he continues, “Being that hands-on can make board service a full-time job for board members who already have full-time jobs. There’s no break. You don’t need to get that far into the weeds. Truthfully, that’s what management is for.”

Kim concurs, adding that sometimes a board member—usually a president, though not always—will take the hands-on approach too far, making decisions unilaterally or on a case-by-case basis, rather than in cooperation with the rest of the board using the association’s governing documents for guidance. This is usually just a well-meaning effort to cut through red tape, but over time it’s not necessarily a good thing. No matter how casual a board culture may be, buildings and HOAs are run by consensus, not by mandate.

“Sometimes,” says Kim, “the president becomes a ‘one person show,’ with the other officers and directors simply following along, with no oversight or checks on the president. That can become a problem if the president is acting contrary to the law, or in his/her personal interests rather than the best interests of the association. It can also result in a leadership vacuum on the board if the president is suddenly no longer there due to death, unit sale, or any other cause. There are times when the true center of power on the board is another officer—perhaps the treasurer—and the president takes his or her lead from that other officer.” 

The approach a board takes to governance often depends on the level of relevant expertise found among the board members—which of course can vary widely. A community may be fortunate enough to have someone with a career in law or finance on the board who can apply their experience, but that’s not always the case. Most board members’ relevant experience and qualifications come from simply living in the community and wanting to do their part to keep it running smoothly. It’s not unreasonable to expect a Gold Coast co-op board made up of CEOs and corporate attorneys to function differently than the board of a small condo building that’s made up of teachers, civil servants, and retirees. 

The Pros & Cons

To be very clear: ‘differently’ doesn’t mean better or worse in this context; it just means that boards can—and indeed, should—reflect and represent the residents they serve. Part of that is tailoring governing style to resident needs and expectations, as well as realities of scale. A building with 300 units that’s home to more than 1,000 people likely requires a more by-the-book approach to governance than a self-managed 8-unit condo where half the unit owners are on the board and can message each other on Slack. There are benefits and drawbacks to all styles of board governance.   

“Those pros and cons,” says attorney Jonharold Cicero, a partner at New York City-based DL Partners Law, “all relate to effectiveness. To be effective, a more relaxed, hands-off approach depends on the communication and attentiveness of the manager and board’s counsel working together—otherwise it doesn’t end well.” Kim agrees, adding that “there’s a problem when the officers simply leave everything to the manager and do not exercise any meaningful oversight, which can lead to embezzlement opportunities.” 

On the other hand, while a very enmeshed, hands-on board may be coming from a good place, caring deeply about their building and its residents, micromanagement, blurred roles, and decision-making by committee can slow projects down, frustrate staff, and even expose the building to liability if board members step into operational roles they shouldn’t be in.

“The hands-on approach where the board is heavily involved can sometimes become autocratic,” says Cicero. “The reality is a board should act like a CEO of a company; they have a property manager and attorney to take care of details and hold them accountable to make sure what needs to be done gets done and that the board’s fiduciary responsibility is protected and executed.”

The pros generally agree that a more hands-off board can work extremely well when an association is financially and structurally stable, with a competent, responsive management team. The upside is efficiency—decisions get made faster, professionals are empowered to do their jobs, and there’s less emotional interference in day-to-day operations. The downside is that if the board disengages too much, small issues can snowball before anyone notices. 

Scott Piekarsky, principal at Hackensack, New Jersey-based law firm Offit Kurman, notes that “managers want participatory—not overbearing—board members. Success means an engaged board that doesn’t micro-manage. The board sets policy; management carries it out. If you have a very good management team, there’s less you need to do. What I’ve learned over 30 years is that a lot depends on your management company, and to an even greater degree on your individual manager.”

Read the Room 

Casual or formal, says Brian Butler, president of property management firm FirstService Residential Illinois, “An educated board is the key to a community’s success. Having a working knowledge of the community’s governing documents, applicable laws, and fiduciary obligations to the association is critical.” He notes that large, national management firms (including his own) offer many resources to boards themselves through their website and associated events, like ‘boot camps’ for new board members to help get them oriented and familiar with their roles and duties.

And that board-management partnership is another place where the personalities involved and their collective governing style make a big difference. 

“An active board that is involved with the association and management is a huge positive,” says Thomas Chilenski, president and senior property director with Cedarcrest Property Management in Fairfield, New Jersey. “The board and manager working together as a team is always the best approach, and management must instill trust with the board to accomplish this. Management needs input and opinions from the entire board in order to collaborate and make the best decision for the association’s long term interests.”

An experienced manager adapts their leadership style based on the board’s dynamic while maintaining professional boundaries and ensuring legal and procedural compliance. With a more passive board, the property manager often takes on a stronger advisory and organizational role, driving agendas, overseeing vendor relations, and presenting options for decision-making. With more active boards, the manager’s role shifts more toward facilitating—ensuring projects are completed, legal and financial frameworks are upheld, and board actions are properly documented. 

“Regardless of the board's style,” says one manager, “the manager must remain objective, provide consistent education, and ensure that the association operates within the scope of its governing documents and applicable statutes.”

Communication is Key

Along with ‘every building is different’, ‘communication is key’ is another truism CooperatorNews readers will be very familiar with—and one the pros cite again and again when it comes to how boards do their job. Consistent, effective communication between board, management, and residents is crucial for good governance. What’s most important is clarity of roles, consistency, and alignment with the association’s long-term goals. So whether your board meets once a month or once a year, or whether your building is home to 100 or 1,000, boards that operate with transparency, structure, and mutual respect—regardless of style—tend to be most effective.

A.J. Sidransky is a staff writer/reporter for CooperatorNews, and a published novelist. He may be reached at alan@yrinc.com.