A One-Page Guide for Homeowners
Understanding who decides what is essential to fair and lawful HOA governance.
Below is a simple breakdown of authority in a Colorado HOA like Poudre Overlook.
🏠 HOMEOWNERS (THE MEMBERS)
The highest authority in the Association
Homeowners collectively have the power to:
- Elect and remove Board members
- Vote on Special Assessments (when required by the Declaration or law)
- Call Special Members Meetings
- Decide matters expressly reserved to Members in the governing documents
- Override or reject certain Board actions through proper votes
- Amend governing documents (as permitted)
Key principle:
The Board governs on behalf of the Members — not over them.
🧑⚖️ THE BOARD OF DIRECTORS
The governing body — acting collectively
The Board’s authority exists only when acting as a group, through:
- A properly noticed Board meeting, or
- A properly documented Action Without a Meeting (AWAM)
The Board may:
- Manage Association affairs and common property
- Propose budgets and policies
- Execute contracts
- Call Members Meetings
- Set agendas consistent with Member requests and governing documents
The Board cannot:
- Delegate its authority to a single officer
- Act informally without documentation
- Ignore Member-requested agenda items at a Special Members Meeting
- Retroactively justify decisions that were never voted on
Key principle:
No individual director — including the President — is the Board.
👩💼 OFFICERS (President, Vice President, Secretary, Treasurer)
Administrative roles — not governing authority
Officers are appointed or elected from among the Board and serve limited roles.
The President:
May:
- Preside over meetings when properly designated as chair
- Sign documents approved by the Board
- Act as spokesperson for Board-approved positions
May NOT:
- Make unilateral decisions on behalf of the Association
- Decide what issues Members may vote on
- Control the agenda of a Members’ meeting
- Assign herself the chair role in a meeting reviewing her own actions
- Act without Board authorization
Key principle:
Officers carry out Board decisions — they do not replace them.
📋 BOARD MEETINGS vs. MEMBERS MEETINGS
Board Meetings
- Used for Board governance
- Agenda is proposed and adopted by the Board
- Officers assist, but do not control outcomes
Members (Homeowners) Meetings
- Used for Member decisions
- Agenda must reflect:
- the purpose stated in the notice, and
- any properly requested Member items
- The chair serves the Members, not the Board
- Members may elect a neutral chair when Board actions are under review
Key principle:
A Members’ meeting is not a Board meeting with an audience.
🪑 THE CHAIR OF A MEETING
A procedural role — not a policy role
The chair:
- Recognizes speakers
- Rules on motions
- Maintains order
The chair does not:
- Decide what is “allowed” to be voted on
- Block properly made motions
- Substitute personal judgment for the will of the assembly
Under parliamentary rules, when a meeting concerns the Board’s own conduct or authority, Members may elect a chair pro tem.
🧾 DOCUMENTATION REQUIREMENT (WHY IT MATTERS)
For decisions to be legitimate, they must be:
- Made by the correct body
- Made through the correct process
- Documented and available to Members
If there is:
- no Board meeting, and
- no AWAM,
then there is no Board decision — regardless of who announced it.
⚠️ WHY THIS CHART EXISTS
This chart exists because homeowners are currently being asked to participate in a Special Members Meeting without:
- a posted agenda
- documented Board approval
- or clarity about who made the decisions
Understanding authority is the first step toward restoring trust and lawful governance.
This chart reflects standard Colorado HOA governance principles and is provided for homeowner education.