The Role of the President
An Association President's role is outlined by an Association's governing documents, but few governing documents provide a specific and exhaustive list of duties and responsibilities for each officer. So it's left up to the Association to flesh out the authority of its President. Generally, the President is the person in charge and certainly has the authority to supervise everybody.
The President's most formal role may be at meetings. “Usually, when I talk to my boards, the president is the go-to person,” says Kristen L. Rosenbeck, a partner at the Mulcahy Law Firm PC in Phoenix, which represents associations. “The president runs the meetings, making sure the meeting is staying on schedule, the discussion stays on the agenda, and keeping members and the board in order and on focus.”
Don't underestimate the power of running board meetings. “There are really two powers the president has,” says Zifrony. “The president sets the agenda for the board meetings and runs the board meetings, and if you're following Robert's Rules, the President is the only person who can make a motion. If the President knows how to use his power properly, the power to set the meetings allows him to control what's done."
Also keep in mind that your President isn't just a traffic director at meetings. "One myth a lot of people believe is the President votes only in the event of a tie," says Polomis. "That's not true unless the documents provide for that. Otherwise, the president is a member of the board and has as much right to vote as everybody else."
Outside meetings, your President's role is typically less defined. “The president's role outside meetings should be discussed among the board,” says Rosenbeck. “But typically a property manager should be contacting only one board member, and it varies from board to board, but often that person would be the president."
The President is also a day-to-day manager. “When the decision on the board level is made about replacing the landscaper, it's typically the president who's noticed there's a problem with the vendor, who may have been meeting with the vendor to fix the problem, and who has been meeting with the property manager,” Zifrony says. “So when the item is on the agenda to consider switching, the president would say, „Let me tell you what's led up to this.. Then the board can make the decision.”
At most Associations, the president is also the authority who signs documents. "Typically," says Rosenbeck, "the President signs documents on behalf of the board - any amendments, signatories on bank accounts, or contracts." Rosenbeck says that when you're choosing your association's president, try to choose a person you believe will be a benevolent leader. “Look for someone who takes the leadership role, who won't be dominating at meetings, and who's good at drawing out everybody to hear on action items,” she says. “You're looking for a very good people person who's a good delegator but also a leader who can take charge.”
The HOA President and the Authority to Sign Contracts on Behalf of the Association Board members often wonder if one person can, without the rest of the board's knowledge, bind the association to a contract. The short answer is yes— particularly if the person is the association president. The question isn't whether the person actually had the authority to bind the association. It's whether the other party (usually a vendor) reasonably believed that person had that authority. If so, the contract is binding.
"It boils down to the law of actual versus apparent authority," explains Bob Tankel, principal at Robert L. Tankel PA in Dunedin, Fla., a law firm that advises associations. "Under Florida law, the president of a corporation—and in Florida all condo associations and most homeowners associations have to be incorporated—the common law of corporations is that the president has apparent authority to sign a contract." Most states follow that common law rule, but check with an attorney in your state to know your specific law.
Tankel explains what that means in lay terms. "When Bill Gates was running Microsoft, if he'd have called me up and said, 'Bob, I want you to do some work for Microsoft,' I could have reasonably assumed he had the authority to bind his company," he says. "Third parties don't have to look any further when a president of a corporation contacts them. They have the right to rely on the apparent authority of that president and can hold the association's feet to the fire."
That doesn't mean the president is off the hook. "If the president didn't have the authority to bind the corporation," explains Tankel, "the president runs the risk of a breach of fiduciary duty action."
What if the board's point person isn't the association's president? "Third parties who rely on anyone else do so at their danger," says Tankel. "There's specific language in Florida law that says owners have no right to act on behalf of the association simply by virtue of being owners. As a matter of corporate law, it's my position that a simple director who's not the association's president has no apparent authority, and no third party has a right to rely on any representation from other directors."
Here's an outline that may provide you with additional insight into the role of the president.
- Be principal liaison with the Community Association Manager, communicate with him or her as necessary between Board meetings.
- Appoint committees as needed and ensure each has a charter, objectives and the resources to meet them. Coordinate people and resources. Encourage the volunteers and monitor their progress toward their objectives.
- Anticipate and plan for upcoming issues and activities.
- Monitor Association activities and ensure follow-up to completion.
- Identify problem areas and coordinate resources and processes for solution.
- Identify ways to improve the condition of the Association - to make things better than they were before.
- Promote the Association within the neighborhood. Make residents feel good about being part of and participating in it.
- Enhance the image of the association outside of the neighborhood—to the city, real estate professionals, and others.
- Be a team builder. The quality of the team determines our success — at problem-solving, maintaining and improving our condition and the quality of life here. Keep new blood flowing. Encourage people with exceptional talents to run for the Board and participate on committees. And when it comes time to appoint committee members or get Board candidates, do whatever is necessary to get those exceptional people to say "Yes." Providing the best possible Board candidates before an election is one of the most important activities you will participate in.
- Identify future leaders. One of them is a future president. Work with them; include them in some of your activities so they can see how it works and how things are done.
- Set an example for the kind of leadership you want for the future of our community. Performance of future presidents will be influenced by your example.
- Foster a team spirit. Individuals working together, supporting each other, depending upon each other, encouraging and commending each other build constructive momentum — anything can be done and any obstacle overcome.
- Recognize performance. Ultimately, Committees and Boards don't do things. Individuals do. Recognition and Thanks are our only currencies. Ensure plenty is paid