HF 152 (LSB 1107YH (4) 88)

HOUSE FILE 152

BY  SALMON

A BILL FOR

An Act relating to the operations and governance of certain common interest communities and including applicability provisions.
BE IT ENACTED BY THE GENERAL ASSEMBLY OF THE STATE OF IOWA:

DIVISION I
IOWA COMMON INTEREST OWNERSHIP ACT

    Section 1.  NEW SECTION.  499C.101  Title.
   This chapter shall be known and cited as the “Iowa Common Interest Ownership Act”.
    Sec. 2.  NEW SECTION.  499C.102  Public policy.
   The general assembly declares that it is the public policy of the state that the management and affairs of common interest communities be conducted openly, and this chapter shall be construed to provide open access to the management of the common interest community for the unit owners.
    Sec. 3.  NEW SECTION.  499C.103  Definitions.
   As used in this chapter, unless the context otherwise requires:
   1.  “Assessment” means a sum attributable to each unit and due to the unit owners association as may be provided in a declaration or in the bylaws.
   2.  “Bylaws” means the instruments, however denominated, that contain the procedures for conducting the affairs of the unit owners association or the executive board regardless of the form in which the association is organized, including any amendments to such instruments.
   3.  “Common element” means:
   a.  For a cooperative under chapter 499A or a horizontal property regime under chapter 499B, all portions of the common interest community other than the units.
   b.  For a planned community, any real estate within the planned community which is owned or leased by the unit owners association, other than a unit.
   c.  For all common interest communities, any other interests in real estate identified in the declaration for the benefit of unit owners.
   4.  “Common expenses” means expenditures made by, or financial liabilities of, the unit owners association or the executive board, together with any allocations to reserves.
   5.  a.  “Common interest community” means real estate described in a declaration with respect to which a person, by virtue of the person’s ownership of a unit, is obligated to pay for a share of real estate taxes, insurance premiums, maintenance, or improvement of, or services or other expenses related to, common elements, other units, or other real estate described in the declaration. “Common interest community” includes a cooperative under chapter 499A and a horizontal property regime under chapter 499B.
   b.  “Common interest community” does not include:
   (1)  A covenant that requires the owners of separate parcels of real estate to share costs or other obligations related to a wall, driveway, well, or other similar structure, unless all such owners consent in writing to the creation of a common interest community.
   (2)  Real estate described in paragraph “a” if all units are owned by a single owner.
   6.  “Declarant” means a person or group of persons who, as the record title owner of real estate, by a declaration, creates a common interest community.
   7.  “Declaration” means the instrument, however denominated, that creates a common interest community, including any amendments to the instrument.
   8.  “Executive board” means the body, regardless of name, designated in the declaration or bylaws to act on behalf of the unit owners association.
   9.  “Planned community” means a common interest community that is not solely a cooperative under chapter 499A or solely a horizontal property regime under chapter 499B, and includes property owner or homeowner associations. However, a cooperative under chapter 499A or a horizontal property regime under chapter 499B may be part of a planned community.
   10.  “Rule” means a policy, guideline, restriction, procedure, or regulation, however denominated, which is not set forth in the declaration or bylaws.
   11.  “Unit” means a physical portion of the common interest community designated for separate ownership or occupancy or as otherwise defined in the statute under which the common interest community is organized.
   12.  “Unit owner” means a declarant or other person that owns a unit, but does not include a person having an interest in a unit solely as security for an obligation. In a horizontal property regime under chapter 499B or a planned community, the declarant is the owner of a unit. In a cooperative under chapter 499A, the declarant is the owner of any unit to which an interest has been allocated until that unit has been conveyed to another person.
   13.  “Unit owners association” means an association, regardless of name, organized as a for-profit or nonprofit corporation, trust, limited liability company, partnership, unincorporated association, or any other form of organization authorized by the laws of this state, the membership of which consists solely of unit owners except following termination of the common interest community, at which time the association shall consist of all former unit owners entitled to distributions of proceeds or their heirs, successors, or assigns.
    Sec. 4.  NEW SECTION.  499C.104  Variation by agreement.
   Except as expressly provided in this chapter, the provisions of this chapter shall not be varied by agreement, and rights conferred by it shall not be waived.
    Sec. 5.  NEW SECTION.  499C.105  Applicability.
   Unless otherwise provided by law:
   1.  This chapter applies to common interest communities within this state having eight or more units.
   2.  Any portion of a declaration, bylaws, covenant, or other contractual provision existing prior to July 1, 2019, that violates or is inconsistent with this chapter is not enforceable. However, nothing in this chapter shall be construed to invalidate other provisions of the declaration, bylaws, covenant, or contractual provision of those common interest communities established before July 1, 2019.
   3.  The provisions of this chapter shall prevail over any conflicting provision of law under which a common interest community or unit owners association is organized.
    Sec. 6.  NEW SECTION.  499C.201  Unit owners association —— powers and duties.
   1.  Except as otherwise provided in this chapter, a unit owners association shall do all of the following:
   a.  Adopt bylaws and amend such bylaws.
   b.  Adopt budgets, collect assessments for common expenses from unit owners, and invest funds of the association, if applicable.
   2.  Unless otherwise limited by a declaration or bylaws, a unit owners association shall have authority to do any of the following:
   a.  Adopt and amend rules for operation of the unit owners association.
   b.  Hire, employ, and discharge employees, agents, and independent contractors.
   c.  Institute, defend, or intervene in litigation, arbitration, mediation, or governmental administrative proceedings on behalf of the unit owners association or for two or more unit owners on matters affecting the common interest community.
   d.  Make contracts and incur liabilities.
   e.  Regulate the use, maintenance, repair, replacement, and modification of common elements.
   f.  Cause additional improvements to be made to the common elements of the common interest community.
   g.  Acquire, hold, encumber, and convey any right, title, or interest to real estate or personal property.
   h.  Grant easements, leases, licenses, and concessions through or over the common elements of the common interest community.
   i.  Impose and receive any payments, fees, or charges for the use, rental, or operation of the common elements, other than limited common elements as defined in section 499B.2, and for services provided to unit owners.
   j.  Impose charges for late payment of assessments and, after notice and an opportunity to be heard, impose reasonable monetary penalties for violations of the declaration, bylaws, and rules of the association.
   k.  Impose reasonable charges for the preparation and recording of statements of unpaid assessments.
   l.  Provide for the indemnification of its officers and executive board, including maintenance of liability insurance for directors and officers of the unit owners association.
   m.  Assign its right to future income, including the right to receive assessments.
   n.  Exercise powers conferred by the declaration or bylaws.
   o.  Exercise all other powers that may be exercised in this state by organizations of the same type as the unit owners association.
   p.  Suspend any right or privilege of a unit owner who fails to pay an assessment. The unit owners association shall not, however, deny a unit owner or other occupant access to the owner’s unit, suspend a unit owner’s right to vote, prevent a unit owner from seeking election as a director or officer of the association, or withhold services provided to a unit or a unit owner by the association if the effect of withholding the service would be to endanger the health, safety, or property of any person.
   q.  Exercise any other powers necessary and proper for the governance and operation of the unit owners association. 
   3.  If a tenant of a unit owner violates the declaration, bylaws, or rules of the association, in addition to exercising any of its powers against the unit owner, the unit owners association may do any of the following:
   a.  After giving notice to the tenant and the unit owner and providing each an opportunity to be heard, exercise the powers described in subsection 2, paragraph “j”, against the offending tenant.
   b.  Take other action against the tenant for the violation in the same manner as the unit owner, acting as landlord, could have exercised under the lease or in the manner that the unit owners association could lawfully have taken action directly against the unit owner, or both. Action under this paragraph may only be taken if the tenant or unit owner fails to remedy the violation within ten days after notification by the unit owners association of the violation.
   4.  Unless a lease of a unit otherwise provides, this section does not do any of the following:
   a.  Affect rights that the unit owner possesses to enforce the lease or that the unit owners association has under other provisions of law.
   b.  In the absence of a violation of the declaration, bylaws, or rules, authorize the unit owners association to enforce a lease to which the unit owners association is not a party.
   5.  An executive board may determine whether to exercise the unit owners association’s power to impose sanctions or commence an action for a violation of the declaration, bylaws, or rules, including whether to settle any claim for unpaid assessments or other claim made by or against the unit owners association. An executive board does not have a duty to take enforcement action if the executive board determines, following consideration of the facts and circumstances presented, any of the following:
   a.  The unit owners association’s legal position does not justify taking any or further enforcement action.
   b.  The covenant, restriction, or rule being enforced is, or is likely to be construed as, inconsistent with law.
   c.  Despite the existence of a violation, the violation is nonmaterial and does not justify expenditure of the unit owners association’s resources. 
   d.  It is not in the unit owners association’s best interests to pursue an enforcement action.
   6.  The failure of an executive board to take action pursuant to subsection 5 shall not prevent the executive board from taking enforcement action under a similar set of circumstances or facts. The authority of an executive board to take action under this chapter shall not, however, be exercised in an arbitrary or capricious manner.
    Sec. 7.  NEW SECTION.  499C.202  Executive board.
   1.  A unit owners association shall have an executive board and, except as otherwise provided in the declaration, the bylaws, subsection 2, or provisions of the statute under which the common interest community is organized, an executive board acts on behalf of the unit owners association. In the performance of their duties, officers and members of the executive board appointed by the declarant shall exercise the degree of care and loyalty to the unit owners association required of a trustee. Officers and members of an executive board not appointed by the declarant shall exercise the degree of care and loyalty to the unit owners association required of an officer or director of a corporation organized under chapter 504, and such officers and members are subject to the conflict of interest rules governing directors and officers under chapter 504.
   2.  An executive board shall not act on behalf of the unit owners association to amend the declaration, to terminate the common interest community, to elect members of the executive board, or to determine the qualifications, powers and duties, or terms of office of executive board members. An executive board may fill vacancies in its membership for the unexpired portion of any term.
   3.  a.  Subject to subsection 4, the declaration may provide for a period of declarant control of the unit owners association during which a declarant, or persons designated by the declarant, may appoint and remove the officers and members of the executive board. In no case, however, shall a period of declarant control continue upon the occurrence of any of the following:
   (1)  Sixty days after the conveyance of seventy-five percent of all units in the common interest community to unit owners other than a declarant.
   (2)  Two years after all declarants have ceased to offer units for sale in the ordinary course of business.
   (3)  Two years after the addition of any number of new units to the common interest community.
   (4)  The date the declarant, after giving written notice to all unit owners, records an instrument voluntarily surrendering all rights to control activities of the unit owners association.
   b.  A declarant may voluntarily surrender the right to appoint and remove officers and members of the executive board before termination of the period under paragraph “a”. However, the declarant may retain, for the duration of the period of declarant control, approval authority for specified actions of the unit owners association or executive board, as described in a recorded instrument executed by the declarant.
   4.  a.  Not later than sixty days after conveyance of twenty-five percent of the units to unit owners other than a declarant, at least one member, and not less than twenty-five percent of the members of the executive board, must be elected by unit owners other than the declarant.
   b.  Not later than sixty days after conveyance of fifty percent of the units to unit owners other than a declarant, not less than one-third of the members of the executive board must be elected by unit owners other than the declarant.
   5.  Following the termination of any period of declarant control under this section, the unit owners shall elect an executive board of at least three members, at least a majority of whom must be unit owners. The executive board members shall elect officers of the executive board. The executive board members and officers shall take office upon election. This subsection shall not apply to a common interest community if all the units of the community are owned by one owner.
   6.  Notwithstanding any provision of the declaration or bylaws to the contrary, the unit owners, by a two-thirds vote of all persons present and entitled to vote at any meeting of the unit owners at which a quorum is present, may remove any member of the executive board with or without cause, other than a member appointed by the declarant.
    Sec. 8.  NEW SECTION.  499C.203  Provision of documents to offeror.
   Unless provided prior to receiving the offer, a unit owner shall provide in writing to each person making an offer to purchase the unit in the common interest community a copy of the current bylaws, declaration, and rules of the common interest community, including any unit use restrictions and applicable periods of applicability, within twenty-four hours of receiving the offer to purchase. The sale of a unit may not occur unless the conditions of this section are met or are waived by the purchaser in writing.
    Sec. 9.  NEW SECTION.  499C.301  Meetings.
   1.  Meetings of a unit owners association shall comply with all of the following:
   a.  A unit owners association shall hold a meeting of unit owners annually at a time, date, and place stated in or determined in accordance with the declaration or bylaws.
   b.  A unit owners association shall hold a special meeting of unit owners to address any matter affecting the unit owners association if the association’s president, a majority of the executive board, or a number of unit owners comprising at least forty percent of all votes in the association, unless a different percentage is specified in the bylaws, requests that the secretary call the meeting. If the unit owners association does not notify unit owners of a special meeting within thirty days after the required number of unit owners has requested the secretary to call a special meeting, the requesting members may directly notify all unit owners of the meeting. Only matters described in the meeting notice may be considered at a special meeting.
   c.  A unit owners association shall notify each unit owner of the time, date, and place of each annual and special unit owners meeting not less than ten days and not more than sixty days before the meeting date. Each meeting notice shall state the time, date, and place of the meeting and the items on the agenda in a manner reasonably calculated to apprise the unit owners of that information, including but not limited to:
   (1)  A statement of the general nature of any proposed amendment to the declaration or bylaws.
   (2)  A statement describing any budget changes.
   (3)  Any proposal to remove an officer or member of the executive board who was not appointed by a declarant.
   d.  The requirements relating to the timing of meeting notices under paragraph “c” may be reduced or waived for a meeting called to address an emergency. A meeting called to address an emergency shall be limited to matters arising out of the emergency.
   e.  Each unit owner shall be given a reasonable opportunity at any meeting to comment on any matter affecting the common interest community or the unit owners association or only on the emergency being addressed, if applicable.
   f.  The declaration or bylaws may allow for meetings of unit owners to be conducted by telephonic, video, or other conferencing methods, if such methods are consistent with subsection 2, paragraph “g”.
   2.  Meetings of the executive board and meetings of committees of the unit owners association, authorized to act for the unit owners association, shall comply with all of the following:
   a.  Meetings shall be open to the unit owners except during executive sessions. The executive board and committees of the unit owners association authorized to act for the association may hold an executive session only during a regular or special meeting of the board or the committee. A final vote or final action shall not be taken during an executive session. An executive session may only be held for the following reasons:
   (1)  To consult with the unit owners association’s attorney concerning legal matters governed by attorney-client privilege.
   (2)  To discuss existing or potential litigation or mediation, arbitration, or governmental administrative proceedings.
   (3)  To discuss matters relating to the job performance, compensation, or health records of an individual employee or specific complaints against an individual employee of the unit owners association or against an independent contractor retained by the unit owners association.
   (4)  To discuss contracts, leases, and other commercial transactions for goods or services that are under negotiation, including the review of bids or proposals, if public disclosure of such matters would place the unit owners association at a disadvantage.
   (5)  To discuss personal, health, or financial information relating to a unit owner, a specific employee of the unit owners association, or a specific employee of an independent contractor retained by the unit owners association, including any records of the unit owners association relating to such information.
   b.  Executive board members shall not use incidental or social gatherings of board members or any other method to evade the meeting and notice requirements of this section. For purposes of this section, a gathering of board members at which the board members do not conduct unit owners association business is not a meeting of the executive board.
   c.  During a period of declarant control, the executive board shall meet at least one time each year. At least one of the meetings shall be held at the common interest community or at a place convenient to the unit owners of the common interest community. After termination of the period of declarant control, all executive board meetings shall be held at the common interest community or at a place convenient to the unit owners of the common interest community unless the unit owners amend the bylaws to vary the location of such meetings.
   d.  Unless the meeting is called to address an emergency, at each executive board meeting, the executive board shall provide a reasonable opportunity for unit owners to comment on any matter affecting the common interest community and the unit owners association.
   e.  Unless the meeting is included in a schedule given to the unit owners or the meeting is called to address an emergency, the secretary or other officer specified in the bylaws shall give notice of each executive board meeting to each executive board member and to each unit owner. Such notice shall be given at least ten days before the meeting and shall state the time, date, place, and agenda of the meeting.
   f.  If any materials are distributed to the executive board before a meeting, the executive board, upon receipt of the materials, shall make copies reasonably available to unit owners, except that the executive board is not required to make available copies of unapproved minutes or materials that are to be considered during an executive session.
   g.  Unless otherwise provided in the declaration or bylaws, the executive board may conduct a meeting by telephonic, video, or other conferencing methods if all of the following conditions are met:
   (1)  The meeting notice states the conferencing method to be used and provides information explaining how unit owners may participate in the conference directly or by meeting at a central location or conference connection.
   (2)  The process provides all unit owners the opportunity to hear or perceive the discussion and to comment on matters before the executive board.
   h.  Following termination of the period of declarant control, unit owners may amend the bylaws to vary the procedures for meetings described in paragraph “g”.
   i.  In lieu of a meeting, the executive board may act by unanimous consent if such action is documented in a record authenticated by all executive board members. The secretary shall give prompt notice to all unit owners of any action taken by unanimous consent. After termination of the period of declarant control, an executive board may act by unanimous consent only to undertake ministerial actions or to implement actions previously taken at a meeting of the executive board. 
   j.  Unless otherwise restricted by this chapter or the common interest community’s bylaws, an executive board may determine rules of procedure for the executive board.
   k.  An executive board may remove any person from a meeting of the executive board upon a finding by a majority of the board members that the person is being disruptive to the meeting. An executive board may bar any person from meetings of the executive board or other meetings of the common interest community for a period of up to one year if the person has been twice removed from a meeting within the preceding twelve months.
   l.  An action by an executive board that is not in compliance with this section is valid unless invalidated by a court. A challenge to the validity of an action of the executive board for failure to comply with this section shall not be brought more than sixty days after the minutes of the executive board meeting at which the action was taken are approved or the record of that action is distributed to unit owners, whichever is later.
    Sec. 10.  NEW SECTION.  499C.302  Unit owners association records.
   1.  A unit owners association shall retain all of the following:
   a.  Detailed records of receipts and expenditures relating to the operation and administration of the unit owners association and other appropriate accounting records.
   b.  Minutes of all unit owners meetings and executive board meetings, a record of all actions taken by the unit owners or the executive board without a meeting, and a record of all actions taken by a committee in place of the executive board on behalf of the unit owners association. The minutes retained by the unit owners association shall indicate the date, time, and place of the meeting, the names of all persons present at the meeting, and each action taken at the meeting. The minutes shall also include the results of each vote taken at the meeting, including information indicating the vote of each executive board member present at the meeting. The vote of each executive board member present shall be made public at the open session.
   c.  The names of all unit owners in a form that permits preparation of a list of the names of all owners and the regular mail and electronic mail addresses at which the unit owners association communicates with them, and the number of votes each unit owner is entitled to cast.
   d.  The unit owners association’s original and amended organizational documents, bylaws including all amendments to the bylaws, and all rules of the common interest community currently in effect.
   e.  All financial statements and tax returns of the unit owners association for the past three years. 
   f.  A list of the names and addresses of the current executive board members and officers.
   g.  The unit owners association’s most recent annual report delivered to the secretary of state, if applicable.
   h.  Copies of each contract to which the unit owners association is currently a party.
   i.  Records of executive board or committee actions relating to requests for design or architectural approval from unit owners.
   j.  Ballots, proxies, and other records related to voting by unit owners for one year after the election, action, or vote.
   2.  Except as provided under subsections 3 and 4, all records retained by a unit owners association must be available for examination and copying by a unit owner or the unit owner’s authorized agent during reasonable business hours or at a mutually convenient time and location upon providing a five days’ notice that reasonably identifies the specific records that are being requested.
   3.  Records retained by a unit owners association may be withheld from inspection and copying to the extent that they concern:
   a.  Personally identifiable information, salary, and medical records relating to specific individuals.
   b.  Information relating to contracts, leases, and other commercial transactions that are currently under negotiation to purchase or provide goods or services.
   c.  Information relating to existing or potential litigation, mediation, arbitration, or governmental administrative proceedings.
   d.  Information relating to existing or potential matters involving governmental administrative proceedings or other proceedings before a government tribunal for enforcement of the declaration, bylaws, or rules. 
   e.  Communications with the unit owners association attorney which are otherwise protected by the attorney-client privilege or the attorney work-product doctrine. 
   f.  Information that if disclosed would violate another provision of law. 
   g.  Records of an executive session of the executive board. However, upon the completion of a matter that is the subject of an executive session held under section 499C.301, subsection 2, paragraph “a”, subparagraphs (1) through (4), such records of the executive session shall be available for inspection as provided in this section.
   h.  Records directly related to the personal, health, or financial information of a unit owner if the person requesting the records is not the unit owner that is the subject of the records.
   4.  A unit owners association may charge a reasonable fee for providing copies of any records under this section and for supervising the inspection of such records.
   5.  The right to inspect records under this section includes the right to copy records by photocopying or other means and includes the right to receive copies through an electronic transmission, if available, upon request of the requester.
   6.  A unit owners association is not obligated to compile or synthesize information or records under this section.
   7.  Information or records obtained under this section shall not be used for commercial purposes.
    Sec. 11.  NEW SECTION.  499C.303  Notice to unit owners.
   1.  A unit owners association or an executive board, as applicable, shall deliver each notice required to be given by the association or board under this chapter to the regular mail address or electronic mail address provided by each unit owner. If a regular mail address or electronic mail address is not provided by the unit owner, the notice may be delivered using any of the following methods:
   a.  Hand delivery to the unit owner.
   b.  Mailing by certified mail, as defined in section 618.15, or by regular mail to the address of the unit.
   c.  Any other method reasonably calculated to provide notice to the unit owner.
   2.  The ineffectiveness of a good-faith effort to deliver notice under subsection 1 does not invalidate an action taken at a meeting or an action taken by other means.
    Sec. 12.  NEW SECTION.  499C.401  Cause of action —— attorney fees.
   A declarant, unit owners association, unit owner, or any other person subject to this chapter may bring an action to enforce a right granted or obligation imposed by this chapter, the declaration, or the bylaws. In any action under this chapter, the court may award reasonable attorney fees to the prevailing party.
    Sec. 13.  APPLICABILITY.  For common interest communities established prior to July 1, 2019, section 499C.202, subsections 3, 4, and 5, as enacted in this division of this Act, apply beginning January 1, 2020.
DIVISION II
CORRESPONDING CHANGES

    Sec. 14.  NEW SECTION.  499A.201  Applicability.
   This chapter shall apply to cooperatives established under this chapter unless otherwise provided in chapter 499C.
    Sec. 15.  NEW SECTION.  499B.1A  Applicability.
   This chapter applies to horizontal property regimes established under this chapter unless otherwise provided in chapter 499C.
    Sec. 16.  Section 499B.15, subsection 2, Code 2019, is amended by striking the subsection.
    Sec. 17.  NEW SECTION.  499B.22  Board of administration —— meetings and records.
   1.  For horizontal property regimes with eight or more apartments, if the form of administration is a board of administration, the board of administration shall comply with the requirements of chapter 499C.
   2.  For horizontal property regimes with seven or fewer apartments, if the form of administration is a board of administration, the board of administration shall comply with the requirements of section 499C.301, subsection 2, and sections 499C.302 and 499C.303.
EXPLANATION
The inclusion of this explanation does not constitute agreement with
the explanation’s substance by the members of the general assembly.
   Division I of this bill creates the Iowa common interest ownership Act, new Code chapter 499C. The bill provides that it is the public policy of the state that the management and affairs of common interest communities be conducted openly and that the new Code chapter is to be construed to provide open access to the management of the common interest community for the unit owners.
   New Code chapter 499C defines “common interest community” to mean real estate described in a declaration with respect to which a person, by virtue of the person’s ownership of a unit, is obligated to pay for a share of real estate taxes, insurance premiums, maintenance, or improvement of, or services or other expenses related to, common elements, other units, or other real estate described in the declaration. Cooperatives under Code chapter 499A and horizontal property regimes under Code chapter 499B are also defined to be common interest communities. The bill specifies that a common interest community does not include a covenant that requires the owners of separate parcels of real estate to share certain costs or other obligations, unless all such owners consent in writing to the creation of a common interest community, and does not include a community where all units are owned by a single owner.
   The bill does not allow for the provisions of new Code chapter 499C to be varied by agreement, and rights conferred by new Code chapter 499C may not be waived.
   The bill specifies that unless otherwise provided by law new Code chapter 499C applies to all common interest communities established within this state having eight or more units. However, the bill provides that for horizontal property regimes with seven or fewer apartments, if the form of administration is a board of administration, the board of administration must comply with specified requirements of new Code chapter 499C regarding meetings, records, and notice.
   The bill establishes requirements and procedures for common interest communities, unit owners associations, and executive boards.
   The bill provides that the membership of a unit owners association shall at all times consist exclusively of all unit owners except following termination of the common interest community, at which time the unit owners association shall consist of all former unit owners entitled to distributions of proceeds or their heirs, successors, or assigns. The bill requires each unit owners association to have an executive board. A unit owners association must be organized as a for-profit or nonprofit corporation, trust, limited liability company, partnership, unincorporated association, or any other form of organization authorized by the laws of this state. The bill provides that the requirements of new Code chapter 499C relating to a unit owners association preempt any conflicting provision of the statute under which the unit owners association is organized.
   The bill specifies the duties and powers of a unit owners association, including powers of the unit owners association for enforcement of the provisions of declaration, bylaws, or rules.
   The bill specifies the duties and powers of an executive board. An executive board, except as otherwise provided in the declaration, the bylaws, or other provision of law, acts on behalf of the unit owners association. The bill specifies the duty of care required for members and officers of the executive board. 
   The bill establishes requirements relating to meetings of unit owners associations, executive boards, and committees of such entities including requirements for the contents of meeting notices, allowable actions during meetings, requirements relating to unit owner comments, and the manner in which meetings may be conducted. The bill also specifies the manner and the reasons for which certain meetings may be called.
   The bill enacts requirements relating to the retention of records by unit owners associations and specifies the records retained by a unit owners association which may be withheld from inspection and copying.
   The bill requires a unit owners association or executive board, as applicable, to deliver each notice required to be given by the association under new Code chapter 499C to the regular mail address or electronic mail address provided by each unit owner. If a regular mail or electronic mail address is not provided by the unit owner, the unit owners association may deliver the notice by a different method specified in the bill. The bill provides that the ineffectiveness of a good-faith effort to deliver notice does not invalidate an action taken at a meeting or an action taken by other means.
   The bill provides that a declarant, unit owners association, unit owner, or any other person subject to new Code chapter 499C may bring an action to enforce a right granted or obligation imposed by the Code chapter, the declaration, or the bylaws. In any such action, the court may award reasonable attorney fees to the prevailing party.
   Unless provided prior to receiving an offer to purchase a unit, the bill requires a unit owner to provide in writing to each person making an offer to purchase the unit in the common interest community a copy of the current bylaws, declaration, and rules of the common interest community, including any unit use restrictions and applicable periods of applicability, within 24 hours of receiving the offer to purchase. The bill prohibits the sale of a unit unless the condition is met or the buyer waives the condition in writing.
   The bill delays until January 1, 2020, the applicability of certain provisions related to declarant control periods and executive board membership for certain common interest communities established prior to July 1, 2019.
   Division II of the bill makes corresponding changes relating to the enactment of new Code chapter 499C.