ETHICS

As defined by Oxford Languages, ethics are moral principles that govern a person's behavior or the conducting of an activity.

Myriad courtrooms, board rooms, congressional settings, and online forums what seems like a never-ending string of ethical quandaries. Non-profit common interest communities governed by volunteers are certainly not immune. It's important to remember that requirements established by law (federal, state or local) and/or by an organization's governing documents usually fail to identify strict ethical boundaries and often lack specific consequences for ethical blunders. Furthermore, ethical compliance requires accountability and accountability requires human beings to confront one another about their actions and/or lack of action and execution. A code of ethics is only as good as the people governing your organization. Even clear violations of law must be enforced by someone. Misconduct by volunteer directors is sometimes resolved only by lack of re-election or by a removal vote of the members (owners).

Many volunteer board members seem content to conduct business according to their own flexible ideas of what's right and wrong instead of abiding by statutes, governing documents and ethical codes. That kind of "situational rationalization" often creates serious challenges whereby attempts to to perform due diligence, adhere to statutes, governing documents and ethical standards gets labeled as "difficult," "meddling" and/or "micro-managing" and flagged as its own behavior to avoid (reference article after article). Taking appropriate action is incredibly challenging when an organization fails to acknowledge, confront and correct unethical behavior. Subscribing to ethics as a volunteer Board member requires rigorous honesty. That means telling the truth even when it's easier to do nothing, withhold information, or fabricate a convenient, crowd-pleasing narrative.

Doing what's right is not always popular and doing what's popular is not always right. - Anonymous

Follow your North Star by Steve Spanier discusses several requirements from CA's Davis-Sterling Act, but delivers a fantastic lens with which to consider ethical conduct. Here's an excerpt:

...a board member's North Star is found in the answer to a simple question: "What is best for the community?"

If board members focus on that, their jobs become relatively straightforward. They don't make decisions based on their own personal interests or the interests of their friends or neighbors. They don't make decisions based on what's least likely to create conflict or controversy. They don't make decisions based on what's expedient or easy...

Leading with consistency, empathy, honesty, integrity, reason and transparency (open meetings, access to records, satisfaction surveys, etc.) proactively builds a healthy community. Ethical behavior also supports inclusion, equality and nondiscrimination. Great leaders find ways to actively include all homeowners in their community.

READ

In addition to incorporating a Code of Ethics and Oath of Office into your Bylaws (examples below), Bylaws Words of Wisdom contains several helpful passages reinforcing appropriate behavior.


ONLY THE BOARD MAKES DECISIONS

Individual Board Members cannot make decisions for the Board. Verbal assurances from individual Board Members are not representations of the Board.

Actions of the Board must be reflected in the approved Board Meeting Minutes, or in other direct written communication from the Board.



BOARD LIAISONS

The Board of Directors may, from time to time, appoint Directors to act as liaisons to the Managing Agent, committees, special projects and other endeavors of the Association. Any Director who acts as a liaison for the Board shall be appointed to do so by action of the Board and shall perform his or her duties in an impartial manner to convey the decisions and opinions of the Board. Board Liaisons shall not act unilaterally to exercise powers reserved to the Board except where the exercise of those powers conveys the decisions of the Board, or has been specifically delegated to them by Board resolution.



DUTY OF CARE (view Duty of Care Page)

To the extent required by RCW 64.90.410, and subject to all limitations now or hereafter included as part of that statute, in the performance of their duties, members of the Board of Directors must exercise the degree of care and loyalty to the association required of an officer or director of a corporation organized, are subject to the conflict of interest rules governing directors and officers, and are entitled to the immunities from liability available to officers and directors under chapter RCW 24.06. No Director, whether acting alone or in concert with others, shall act to discharge the powers and authority of the Board in any manner inconsistent with the Association’s governing documents and/or any applicable governmental mandates.


GOOD STANDING

All Association volunteers must be in good standing to be elected or appointed and must maintain good standing to remain in their positions. A Board Member or Committee Member is not eligible for election or appointment and shall be deemed to have resigned from their position immediately if the member:

  • has not been found guilty or plead guilty to a felony

  • is delinquent in the payment of assessments more than sixty (60) days has not cured the delinquency within thirty (30) days after receiving Notice of the delinquency

  • has not signed the Code of Conduct within ten (10) days of being elected or appointed

  • has not sworn the Oath of Office in an open meeting within forty-five (45) days of being elected or appointed

  • has not certified in writing that they have read the governing documents

  • has been absent from two (2) consecutive Board or Committee meetings or three (3) such meetings within twelve (12) months

Code of Ethics + Oath of Office

EXAMP
MODEL Oath of Office

Community Manager Ethics

      • 3: Act in the best interests of the client; refrain from making inaccurate or misleading representations or statements; not knowingly misrepresent facts to benefit the Manager.

      • 4: Undertake only those engagements that they can reasonably expect to perform with professional competence

      • 5: Exercise due care and perform planning and supervision as specified in the written management agreement, job description or duly adopted Board policies.


  • The Community Association Managers International Certification Board (CAMICB) also publishes practical Standards of Professional Conduct. CMCA's shall:

    • Be knowledgeable, act, and encourage clients to act in accordance with any and all federal, state, and local laws applicable to community association management and operations.

    • Be knowledgeable, comply and encourage clients to comply with the applicable governing documents, policies and procedures of the Client Association(s) to the extent permitted by that Client.

    • Not knowingly misrepresent material facts, make inaccurate statements or act in any fraudulent manner while representing Client Association(s) or acting as a CMCA.

    • Not provide legal advice to Client Association(s) or any of its members, or otherwise engage in the unlicensed practice of law.

    • Promptly disclose to Client Association(s) any actual or potential conflicts of interest that may involve the manager.

    • Refuse to accept any form of gratuity or other remuneration from individuals or companies that could be viewed as an improper inducement to influence the manager.

    • Participate in continuing professional education and satisfy all requirements to maintain the CMCA.

    • Act in a manner consistent with his/her fiduciary duty.

    • Conduct themselves in a professional manner at all times when acting in the scope of their employment ​in accordance with local, state and federal laws.

    • Recognize the original records, files and books held by the manager are the property of the Client Associations to be returned to the Client at the end of the manager's engagement and maintain the duty of confidentiality to all current and former clients.

Ethics Best Practices