Co-op and condo owners often make assumptions about who can serve on the board of their corporation or association -- and one of those assumptions is that any owner of shares in a co-op, or a unit owner in a condominium is eligible to run for and serve on the board.
That’s not necessarily correct, however. As in most instances, the ultimate authority rests with the governing documents of the individual corporation or association -- and depending on the language in those documents, potential board members may include owners, sponsors, investors, and at times others.
Check the Bylaws
According to Phyllis Weisberg, an attorney with the New York City office of Montgomery, McCracken, Walker & Rhoads, “There is no requirement for co-op or condo residents to serve on the board,” according to the governing law. “One must look at the bylaws.”
Weisberg also points out that for co-ops in New York, which are subject to the Business Corporation Law (BCL), there is also no residency requirement, unless provided for in the community’s bylaws. Section 701 lays out the requirements as follows:
“Subject to any provision in the certificate of incorporation authorized by paragraph (b) of section 620 (agreements as to voting; provision in certificate of incorporation as to control of directors) or by paragraph (b) of section 715 (Officers), the business of a corporation shall be managed under the direction of its board of directors, each of whom shall be at least eighteen years of age. The certificate of incorporation or the by-laws may prescribe other qualifications for directors.”