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Board President Should Vote

Q: There is some confusion when the president of my association is required to vote. Does the president vote whenever the rest of the directors vote on an issue, or is the president only supposed to vote in order to break a tie? (V.B.)

A: The board president is almost always a director and most bylaws also require the president to be a director. Typically, the president serves as the chairperson of the board of directors’ meetings.

However, as a director, the president also participates as a member of the board during board meetings. Although Robert’s Rules of Order provides that the chair only votes in the event of a tie, to the extent this parliamentary guide is applicable to a particular association, due to state law, such rule does not apply.

Under the applicable Florida Statutes, directors who are present and attending meetings where action is being taken are presumed to have agreed with such action, unless the director votes against the issue or abstains from voting.

Under previous law, directors could only abstain from voting if they had a conflict of interest. Under current law, directors are permitted to abstain from voting without articulating a reason, though the abstention must be noted in the minutes.

Q: When I recently sold my condominium unit, I was charged $250 for an “estoppel certificate.” What is the purpose of an estoppel certificate? Is there a reason why it costs $250? (A.P.W.)

A: Estoppel certificates confirm, among other things, the amount of money that the owner of a unit or parcel owes to the association. These are used in almost all transfers for title insurance purposes. An association waives the right to collect money owed in excess of the amounts specified on the estoppel certificate from anyone who relies in good faith on the certificate.

Last year, the Condominium Act, the Cooperative Act, and the Homeowners’ Association Act were all amended regarding estoppel certificates. These amendments created a number of new requirements, including specifying the form and contents of estoppel certificates, requiring the association respond to an estoppel certificate request within 10 business days, and specifically limiting the cost that can be charged in connection with preparing estoppel certificates.

Under the current statutes, if the unit or parcel does not owe any delinquent fees on the date the certificate is issued, associations may charge a reasonable fee up to $250 to prepare an estoppel certificate. Additional fees may also be charged under limited circumstances. For an expedited estoppel certificate to be delivered within three days, the association may charge an additional $100 fee. If the unit or parcel is delinquent in any fees, the association may charge a maximum additional $150 fee. Owners of multiple units who make simultaneous requests for estoppel certificates may also be charged additional fees.

However, in order to charge such fees, the authority to do so must be contained in either a written resolution adopted by the board, or pursuant to a written management, bookkeeping, or similar contract.

Q: I have heard that there is an “organizational meeting” taking place after our annual meeting, but this has never been explained. Could you tell me what this meeting is for? (P.H.)

A: An organizational meeting is a meeting of the board of directors that generally occurs for the purpose of electing the officers of the association for the upcoming year. Often, this meeting will be held directly after the annual meeting.

Joe Adams is an attorney with Becker & Poliakoff, P.A., Fort Myers. Send questions to Joe Adams by e-mail to jadams@beckerlawyers.com. Past editions may be viewed at floridacondohoalawblog.com.

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