A board of directors (also known as the board) is a group of individuals that run a condominium corporation. Board members are usually elected each year by the unit owners. Anyone who owns a unit is generally eligible to run for a position on the board of directors. At least 2/3 of board members must be unit owners or mortgagees (mortgage lenders).
Always check your condo’s registered bylaws as they can have different rules on board matters such as:
- Eligibility requirements for board members
- The number of members who must be owners
- Whether non-members can serve and if so, their eligibility
- Term of service
- Whether board members can serve consecutive terms
- Qualifications of board members
- Duties and responsibilities of board members
- Procedures for electing board members and appointing officers
- Procedures for removing board members
- Other criteria for choosing board members
Board members are usually the unit owners with the respective condominium, but they do not need to be. The bylaws will often provide further guidance on who can be on the board. For example, some bylaws may:
- establish the size of the board (for example, at least 3 people but not more than 7).
- establish rules for multi-owner units (for example, if a condominium unit has more than one owner, then only one of them can sit on the board at a time).
- establish restrictions on who can be on the board (for example, board members must be at least 18 years old or unit owners who have not paid their monthly contributions cannot sit on the board)
- allow renters or relatives of owners to sit on the board.
- allow external members to sit on the board (for example, a lawyer, accountant, or a representative from the condominium corporation’s property management company).
Check your registered bylaws for any further guidance on who can be on the condo board.
Board members are usually elected at the annual general meeting (AGM) of the condominium corporation according to election procedures outlined in a condo corporation’s bylaws.
Within 30 days after the AGM, the corporation must register a Notice of Change of Directors at the Alberta Land Titles Office, listing the names and addresses of board members. If a change occurs between elections (for example, there is a change in the board membership, a board member’s name or address), then the corporation must promptly file a Notice of Change of Directors at the Alberta Land Titles Office.
Once elected, board members will generally remain in office until their terms of office expire. In certain circumstances, a person is no longer considered a board member if he/she:
- becomes bankrupt under the Bankruptcy and Insolvency Act (Canada)
- is more than 60 days late in their condo contributions
- is more than 60 days in default of a court judgment for money owing to the condo corporation
- is or becomes a represented adult under the Adult Guardianship and Trusteeship Act
- is convicted of an indictable offense
- resigns by serving a written notice to the corporation
- is removed by ordinary resolution
A corporation can remove a board member by ordinary resolution and appoint another person in that member’s place for the remainder of the term.
Check your registered bylaws for further guidance or restrictions. For example, some bylaws will allow condo board members to be re-elected and serve consecutive terms. But some place restrictions on a board members’ length of service.
Most bylaws provide for the selection of the officers (also known as board executives) when board members meet for the first time after their election at an AGM. Officers of the condominium corporation usually consist of:
The officers’ duties will vary depending on what the bylaws say, or what the board assigns to them. But the duties usually include the following: