HOA Case Law Journal with Julie McGhee Howard
Gutierrez v. Board of Managers of Flagship Wharf Condominium (Massachusetts) 100 Mass. App. Ct. 678, 182 N.E.3d 993 (2022)
HOA Electronic Voting
An election for the Flagship Wharf Condominium Association’s board was upcoming. Members were told
they could vote in person at the meeting, by directed proxy, or electronically through a unique link sent to
each Unit. One of the candidates asked the board to amend the association’s Bylaws to explicitly allow for members to vote electronically prior to the election, but the board declined to do so. That candidate lost the election and sued alleging the vote was void because electronic voting was used.
The Facts:
- The Condominium association’s Bylaws empowered the board to do “[a]nything and everything
- else necessary and proper for the sound management of the Condominium and the Property,”
- which included holding annual elections of board members.
- The Bylaws also stated that the voting “shall” take place “at” the election meeting.
- Electronic ballots were made available to members the week leading up to the election, allowing
- voting up until the time of the in-person meeting.
The Issue:
The plaintiff contended it was a violation of the association’s Bylaws to allow the use of electronic
ballots and the availability for members to vote over one week prior to the association’s meeting.
Court Decision
The Court found for the Flagship Warf Condominium Association on the claims related to electronic
voting. The Court held that the Bylaws provided guidelines and not step-by-step instructions. Because the Bylaws read “members shall” and not “shall only” vote at the meeting, the board had the authority to
provide additional methods and locations for voting.
The Cautionary Tale
Association boards should carefully consider what their associations governing documents and state law
allow for board elections. Here, the language of the association’s Bylaws allowed the Board to be free to
determine the best method of voting and election procedures within the existing framework. Courts have
trended toward uses of technology; however, courts also typically strictly construe the language of the
governing documents so another court may have ruled for the owner in this case.
HOA Law Advice to Help Guide Your Board of Directors
At NowackHoward, we focus on condominium association and HOA law throughout Georgia. To learn
more about our community association practice and how we can help guide your community, contact one of our attorneys today at (770) 863-8900 or by email at info@nowackhoward.com.