Records

Every common interest community is a business and every business is required to address record retention.  Board members consistently ask: what documents do we need to keep on file and for how long?  

State statutes typically address procedures related to books and records.  In Washington State, both nonprofit corporation AND common interest community (CIC) statues require a combination of document retention, disclosure and/or inspection.  Notably, WA CIC statutes prior to WUCIOA (effective as of July 2018) do not contain detailed lists of records to retain.

Retain ALL the records that are reasonable to keep for future reference (not just the records listed by statute).  Not sure what to include?  View this example records policy and read Practical Advice Responding to Owners' Records Requests to learn more about establishing a records policy.  Records you should keep and records you should disclose are not the same (legally or in terms of best practice).   Don't make the mistake of conflating minimum legal retention requirements with what you should do to operate a successful community association (business).   Read Know Your Business: You MUST Go Beyond 'The Basics' to learn more.

Records typically do not include emails (except for emails evidencing official decisions, e.g. unanimous consent votes outside of a meeting,etc.); however, decisions in specific states such as Florida are turning that idea on its head.  Board of Director E-mails as Official Records Revisited discusses Docket # 2021-012740 - In re: Petition for Declaratory Statement, James Hanseman where the Director of Florida's DBPR concluded:

board member to board member emails are official records of the association even if they transmitted on a board member’s personal device. The Director reasoned that emails are a form of “writing” as the term is defined in Black’s Law Dictionary (11th ED. 2019), and since F.S. 718.111(12)(a)18 included as official records “all other written records of the association,” emails are considered official records.

Data continuity is essential for every organization!  What happens to your association's relationship (business or otherwise) with the person or entity keeping track of your records ceases to exist?  Does your association maintain its own file infrastructure to preserve the continuity of information?  There is an abundance of human work required to organize records -- analog or digital -- into a viable, readily indexed repository.

Many management companies supply their customer associations with a software package that evaporates when the management relationship ends.  This particular nuance makes common interest communities perhaps the only business vertical that willingly chooses to have record access relegated to a file dump when a vendor relationship runs its course.  If your community pays a staff and/or management company for assistance, homeowners should have little need to be routinely interact to maintain their longitudinal CRM solution.  Ensuring your staff and/or management representatives are directed to maintain your CRM system is essential.

Failure to establish and maintain an association-controlled electronic information system guarantees a loss of continuity when your management relationship ends.  CIC document management (storage, retrieval and collaboration) is an area of CIC operations that deserves more attention and stands  to benefit homeowners, volunteers staff and management representatives by increasing synthesis and teamwork and providing smoother, more meaningful transitions and greater continuity of information.

DOCUMENT BREAKDOWN BY AUDIENCE / EASE OF ACCESS


WHERE DO YOU STORE FILES?

CONSIDERATIONS

CYBER SECURITY

Your association should be vigilant, but need not operate enterprise-grade security measures.

In 2023, almost one out of every two companies reported a cyber attack. The median cost to rectify an attack was $8,300.  — Hiscox 2023 Cyber Readiness Report

Best Email Providers of 2023   |   Ultimate Guide to Managing Passwords

Stolen condo association funds recovered with minimum loss… — April 26, 2023

Record Retention: Nonprofit Corporation Act

N.B. The Nonprofit Corporation Act is generally superseded by specific CIC statues where those statutes overlap relative to a CIC.

RCW 24.03A.210 -  Corporate Records


(1) A nonprofit corporation shall keep permanently a copy of the following records:

(a) Minutes of all meetings of its members and of its board of directors;

(b) A record of all actions taken by the members and board of directors by unanimous written consent; and

(c) A record of all actions taken on behalf of the corporation by a committee of the board.

(2) A nonprofit corporation shall keep a current copy of the following records:

(a) Its articles of incorporation or restated articles of incorporation and all amendments to them currently in effect;

(b) Its bylaws or restated bylaws and all amendments to them currently in effect;

(c) All communications in the form of a record to members generally within the past six years, including the financial statements furnished for the past six years under RCW 24.03A.225;

(d) A list of the names and business addresses of its current directors and officers; and

(e) Its most recent annual report delivered to the secretary of state under RCW 24.03A.070.

(3) A nonprofit corporation shall maintain appropriate accounting records.

(4) A membership corporation or its agent shall maintain a record of its members, in a form that permits preparation of a list of the names and addresses of all members, in alphabetical order by class, showing the number of votes each member is entitled to cast.

(5) A nonprofit corporation shall maintain its records in written form or in any other form of a record.

(6) All records required to be maintained by a nonprofit corporation may be maintained at any location within or without this state.

Record Retention & Disclosure: ALL Washington State Community Associations

2023 Legislation HB1043 synchronized record retention and disclosure between all four Washington State CIC statutes.

View Unit Resale page for resale disclosure to potential purchasers.


RCW 64.90.445(2)(g) - Meetings (currently applies only to RCW 64.90 communities)


(g) If any materials are distributed to the board before the meeting, the board must make copies of those materials reasonably available to the unit owners, except that the board need not make available copies of unapproved minutes or materials that are to be considered in executive session.


An association must retain the following: [Reference RCW 64.38.045 | RCW 64.32.170 | RCW 64.34.372 | RCW 64.90.495]

(a) The current budget, detailed records of receipts and expenditures affecting the operation and administration of the association, and other appropriate accounting records within the last seven years; 

(b) Minutes of all meetings of its owners and board other than executive sessions, a record of all actions taken by the owners or board without a meeting, and a record of all actions taken by a committee in place of the board on behalf of the association; 

(c) The names of current owners, addresses used by the association to communicate with them, and the number of votes allocated to each [lot or unit]; 

An owner is entitled to receive a free annual electronic or paper copy of this list, except that the association must redact or otherwise remove:


(d) Its original or restated declaration, organizational documents, all amendments to the declaration and organizational documents, and all rules currently in effect; 

(e) All financial statements and tax returns of the association for the past seven years; 

(f) A list of the names and addresses of its current board members and officers; 

(g) Its most recent annual report delivered to the secretary of state, if any; 

(h) Copies of contracts to which it is or was a party within the last seven years; 

[RCW 64.90.495(3)(h) ONLY] Financial and other records sufficiently detailed to enable the association to comply with RCW 64.90.640;

[RCW 64.34.372(1) ONLY] The association shall keep financial records sufficiently detailed to enable the association to comply with RCW 64.34.425. 

(i) Materials relied upon by the board or any committee to approve or deny any requests for design or architectural approval for a period of seven years after the decision is made; 

(j) Materials relied upon by the board or any committee concerning a decision to enforce the governing documents for a period of seven years after the decision is made; 

(k) Copies of insurance policies under which the association is a named insured; 

(l) Any current warranties provided to the association

(m) Copies of all notices provided to owners or the association in accordance with this chapter or the governing documents; and 

(n) Ballots, proxies, absentee ballots, and other records related to voting by owners for one year after the election, action, or vote to which they relate. 


A right to copy records under this section includes the right to receive copies by photocopying or other means, including through an electronic transmission if available upon request by the unit owner.

Subject to [requirements to redact and/or remove information], all records required to be retained by an association must be made available for examination and copying by all unit owners, holders of mortgages on the units, and their respective authorized agents as follows, unless agreed otherwise:

(a) During reasonable business hours or at a mutually convenient time and location; and

(b) At the offices of the association or its managing agent.


Records retained by an association must have the following information redacted or otherwise removed prior to disclosure:

(a) Personnel and medical records relating to specific individuals;

(b) Contracts, leases, and other commercial transactions to purchase or provide goods or services currently being negotiated;

(c) Existing or potential litigation or mediation, arbitration, or administrative proceedings;

(d) Existing or potential matters involving federal, state, or local administrative or other formal proceedings before a governmental tribunal for enforcement of the governing documents;

(e) Legal advice or communications that are otherwise protected by the attorney-client privilege or the attorney work product doctrine, including communications with the managing agent or other agent of the association;

(f) Information the disclosure of which would violate a court order or law;

(g) Records of an executive session of the board;

(h) Individual unit files other than those of the requesting unit owner;

(i) Unlisted telephone number or electronic address of any unit owner or resident,

(j) Security access information provided to the association for emergency purposes; or

(k) Agreements that for good cause prohibit disclosure to the members. 

Example Records Policy

EXAMPLE Association Records Policy

Example File Structure

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