& Bylaws

Declaration (CC&Rs) & Bylaws combine to complete the first leg of your governing documents triumvirate.

Common interest community (CIC) Declarations or Covenants, Conditions and Restrictions (CC&Rs) are dedicatory instruments recorded by county governments that "run with the land" to form the foundation of every association's governing documents.   Bylaws partner with the declaration  / CC&Rs to establish the broadest forms of organization-specific governance and restrictions.  Both documents typically incorporate statutory language from your state statutes (CIC statutes, nonprofit corporation act, etc.)  

If your declaration & bylaws were a Scrabble board, every single piece that's played must follow the structure they create.  Articles of incorporation are not discussed here because their critical role allowing the formation of a corporation generally gives way to the Bylaws once things are “up and running” and almost certainly after homeowners take control from developers.  Moreover, some CICs are not incorporated.  Many state and county governments provide an online technology portal that allows searching for corporations and for recorded documents, respectively.

Reference the Uniform Common Interest Ownership Act and Uniform Condominium Act.

This is a the perfect spot to remind ourselves that your community association should have a mission.  Many co-op models include a mission for members to live in "community" with one another.  Most condominium, HOA and/or planned communities have never adopted a formal mission and, in the grandest scheme of things, operate to protect, preserve and potentially improve financial and physical components held in common (not to "protect property values").

CICs are hyper-local governments.  Their covenants, conditions and restrictions and bylaws function almost exactly like a city charter.  You can compare and contrast similarities and differences between The Charter of the City of Seattle (or another city of your choosing) and your CIC governing documents.

Covenants without Assessments Presentation

Covenants without Assessments succinctly elucidates common types of covenants that run with the land such as easements and shared maintenance agreements.  Covenants in small communities with no regular assessments are short and sweet.  No matter their length, covenants are binding and generally last for the life of a property (and even beyond).

<<< Covenants without Assessments Presentation

EXAMPLES: What's in the Declaration / CC&Rs?

EXAMPLES: What's in the Bylaws?

Bylaws have the least to do with the physical construction of your community (condo vs. townhomes vs. single family homes) and the most to do with its governance structure (board composition, meetings, quorums, voting, etc.)


N.B.  Use restrictions are recorded in dedicatory instruments (Declaration / CC&Rs).  Modifying restrictions to the use of units (smoking, rental caps, keeping pets, conducting certain kinds of business, etc.) typically requires a super-majority of owners (from 67% to 90% or more) to agree to amend or restate governing documents.

(4) Except to the extent expressly permitted or required by other provisions of this chapter, no amendment may create or increase special declarant rights, increase the number of units, change the boundaries of any unit, the allocated interests of a unit, or the uses to which any unit is restricted, in the absence of the vote or agreement of the owner of each unit particularly affected and the owners of units to which at least ninety percent of the votes in the association are allocated other than the declarant or such larger percentage as the declaration provides.


Many state statutes directly establish the hierarchy of governance like this: If a conflict exists between the declaration and the organizational documents, the declaration prevails except to the extent the declaration is inconsistent with this chapter. 

No Variation by Agreement

Most CIC statutes throughout the United States prohibit variation by agreement.

No variation means statutory language supersedes the language in your governing documents (especially indicated by the term notwithstanding) except where sections of a statute specifically state your governing documents control (i.e. unless provided otherwise in the Declaration -OR- if the bylaws so provide, etc.).

VIEW the Governance Hierarchy


a) Except as specifically provided in specific sections of this Chapter, the provisions of this Chapter may not be varied by the declaration or bylaws. To the extent not inconsistent with the provisions of this Chapter, the declaration, bylaws, and articles of incorporation form the basis for the legal authority for the planned community to act as provided in the declaration, bylaws, and articles of incorporation, and the declaration, bylaws, and articles of incorporation are enforceable by their terms.

(b) The provisions of this Chapter may not be varied by agreement; however, after breach of a provision of this Chapter, rights created hereunder may be knowingly waived in writing.


Except as expressly provided in this chapter, provisions of this chapter may not be varied by agreement, and rights conferred by this chapter may not be waived.


In the event of a conflict between the provisions of the declaration and the bylaws, the declaration prevails except to the extent the declaration is inconsistent with this chapter.

Amending and Restating your Declaration / CC&Rs & Bylaws

Want help with a restatement?  Click HERE.

Declarations / CC&Rs, bylaws, rules and regulations and more will never be perfect, but they can be significantly improved in a number of ways.  Amending and restating these documents is often prudent and even necessary.

WHY Restate Your Governing Documents?

ABOUT Restating your Declaration & Bylaws

STEPS to Amend and Restate your Declaration & Bylaws

2019 Condo Law Handbook for Community Associations


Page 31: What Documents Define and Control My Association

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