Georgia HOA Board Roles & Responsibilities
What each board position actually does, how many people you need, and how to keep a volunteer board functioning as members rotate out year after year — including where board composition is actually set by state law versus your own bylaws.
Georgia at a Glance
Most HOA boards have three to five members, elected by the membership for terms set in the bylaws — often one to two years, frequently staggered so the entire board doesn't turn over at once. Your specific bylaws define much of the exact structure, but in some states, part of that structure — minimum board size, owner-eligibility, or officer requirements — is actually set by statute, not left to the association to decide.
⚠ Common mistake: Assuming Georgia's minimum board size comes from HOA law. It comes from general nonprofit corporation law, which applies only if your association is incorporated as a nonprofit, so check your articles of incorporation.
Dillo's TakeOkay, minus the legalese…
Georgia's HOA law applies only if your declaration opts into it, so check your declaration first. Otherwise, Georgia's nonprofit law (for incorporated HOAs) and your bylaws set the board rules.
President
Runs board meetings, is usually the primary point of contact with homeowners and outside parties (attorneys, vendors, the county), and typically has authority to sign on the association's behalf for routine matters. The president does not unilaterally make board decisions — actions still require a board vote — but does set the agenda and keep meetings moving.
Secretary
Keeps official records: meeting minutes, the membership roll, and official correspondence. In a self-managed HOA, the secretary is often the person who ends up being the institutional memory of the association — the one who can answer "wait, when did we actually vote on that?" This role matters more than it sounds like it should, because undocumented decisions are one of the most common sources of later disputes.
Treasurer
Handles dues collection, financial reporting, and the annual budget process. Many associations require some form of annual budget, and increasingly a reserve study projecting future major expenses. The treasurer role is also the one most commonly outsourced even in an otherwise self-managed association — hiring an accountant or bookkeeper for the mechanics while the treasurer sets policy and reviews the numbers is common and often worth the cost.
Georgia — Officer RequirementsGeneral corporate law
If the association is incorporated under the Nonprofit Corporation Code, it must have a chief executive officer (such as a president), a secretary, and a chief financial officer (such as a treasurer); the articles or bylaws may use other titles. One person may hold more than one office unless the articles or bylaws say otherwise, but the chief executive officer and the secretary must be different people. One officer must be responsible for minutes and records.
Minimum board size and who can serve
Whether your association has a statutory floor on board size, and whether some or all of the directors must be owners, depends on your state. Where a rule exists, it usually comes from one of two places: a law written specifically for homeowners or condominium associations, or general nonprofit corporation law, which applies only because the association is incorporated as a nonprofit. The badge on each rule below shows which one applies in Georgia.
Georgia — Minimum Board SizeGeneral corporate law
If the association is incorporated under the Nonprofit Corporation Code, at least one director. A corporation without members formed on or after July 1, 2023 needs at least three. The articles or bylaws set the exact number or a minimum and maximum range.
Georgia — Owner/Member RequirementGeneral corporate law
If the association is incorporated under the Nonprofit Corporation Code, directors do not have to be members unless the articles require it. For communities under the Property Owners' Association Act, if the declaration requires directors to be lot owners, a shareholder, director, officer, partner, or trustee of an entity that owns a lot also counts as a lot owner.
Georgia — Other Eligibility Rules
Under the Nonprofit Corporation Code, directors must be natural persons 18 or older and do not have to live in Georgia. Under the Property Owners' Association Act, a director who qualified only through an entity that owns a lot is disqualified if that affiliation ends.
Dillo's TakeIn everyday terms…
Under Georgia's HOA law, if your seat depends on representing a company that owns a lot, you lose it when that connection ends. Georgia's nonprofit law also requires directors to be adults (18 or older).
Term limits
Some states cap how long a single director term can run. A cap on one term is different from a limit on how many terms in a row someone can serve: a term cap alone doesn't stop a director from being re-elected. That takes a separate consecutive-term limit. Check both rows in the reference below for Georgia.
Georgia — Term Limits
No statutory maximum. Under the Nonprofit Corporation Code, the articles or bylaws may set the term; if they do not, each director other than an initial director serves one year.
Conflict-of-interest disclosure
If a board member stands to personally benefit from a contract or decision the board is voting on, several states require a specific disclosure process before that vote can happen — not just a general "act in good faith" expectation. Some states wrote this rule directly into their HOA or condominium statute; others expressly import the state's general nonprofit corporation conflict-of-interest rules instead of creating a separate one.
Georgia — Conflict-of-Interest RuleGeneral corporate law
Under the Nonprofit Corporation Code, a transaction in which a director has a conflicting interest cannot be set aside on that ground if, after required disclosure, a majority (and at least two) of the qualified directors who vote approve it, if the qualified members approve it, if a court approves it, or if it was fair to the association. Starting January 1, 2027, the Georgia Property Owners' Bill of Rights Act also gives owners the right to expect directors to disclose conflicting interests to the rest of the board.
The Dillo-DownHere's the short version…
Starting January 1, 2027, Georgia owners gain a statutory right to expect directors to disclose conflicts to the rest of the board.
⚠ Common mistake: Treating a conflict of interest casually because "everyone already knows" a board member has a stake in a vendor contract. In states with a statutory disclosure requirement, informal awareness isn't the same as a documented disclosure — skipping the formal step can make the contract itself challengeable later, regardless of whether the board's decision was actually reasonable.
Additional roles on larger boards
Associations with five or more board members sometimes add a vice president (covers for the president, sometimes chairs a specific committee like ARC) and an at-large member with no fixed portfolio, available to take on whatever the board needs — chairing a violations committee, leading a specific project, or simply providing another vote and perspective.
Can one person hold two roles?
It depends mostly on your bylaws, and in some states on the statute itself. Very small associations sometimes explicitly allow combining roles out of necessity. Others prohibit certain combinations — most commonly, keeping treasurer separate from any role with check-signing authority, as a basic financial control. Check your specific bylaws, and the state reference below, before assuming either way.
The real challenge: surviving turnover
The hardest part of running a self-managed board usually isn't any single role — it's what happens when the person who understood how everything worked rotates off the board and nobody wrote it down. A self-managed HOA has no institutional memory beyond what the current board happens to remember or document. The associations that handle this well share one habit: they write things down as they happen, not from memory afterward — meeting minutes the same day, a violation logged when it's observed, a decision recorded the moment it's made.
State-by-State Quick Reference
Select your state below for its actual board-composition rules. Every field is tagged with where the rule comes from — a statute written for HOAs or condominiums, general nonprofit corporate law that happens to apply, or your own governing documents — because those aren't the same thing, even when the resulting number looks identical.
| Scope / governing statute | Georgia has three relevant laws. The Georgia Property Owners' Association Act (O.C.G.A. § 44-3-220 et seq.) applies only to communities whose declaration affirmatively elects to be governed by it. Those associations must be incorporated under either the Nonprofit Corporation Code or the Business Corporation Code, and one narrow rule covers who counts as a lot owner for board eligibility. Associations incorporated as nonprofits follow the Georgia Nonprofit Corporation Code (Title 14, Chapter 3). Starting January 1, 2027, the Georgia Property Owners' Bill of Rights Act (2026 S.B. 406) adds an owner right to expect directors to disclose conflicting interests. |
| Minimum board size General corporate law | If the association is incorporated under the Nonprofit Corporation Code, at least one director. A corporation without members formed on or after July 1, 2023 needs at least three. The articles or bylaws set the exact number or a minimum and maximum range. |
| Owner/member requirement General corporate law | If the association is incorporated under the Nonprofit Corporation Code, directors do not have to be members unless the articles require it. For communities under the Property Owners' Association Act, if the declaration requires directors to be lot owners, a shareholder, director, officer, partner, or trustee of an entity that owns a lot also counts as a lot owner. |
| Other eligibility rules | Under the Nonprofit Corporation Code, directors must be natural persons 18 or older and do not have to live in Georgia. Under the Property Owners' Association Act, a director who qualified only through an entity that owns a lot is disqualified if that affiliation ends. |
| Officer requirements General corporate law | If the association is incorporated under the Nonprofit Corporation Code, it must have a chief executive officer (such as a president), a secretary, and a chief financial officer (such as a treasurer); the articles or bylaws may use other titles. One person may hold more than one office unless the articles or bylaws say otherwise, but the chief executive officer and the secretary must be different people. One officer must be responsible for minutes and records. |
| Max individual term | No statutory maximum. Under the Nonprofit Corporation Code, the articles or bylaws may set the term; if they do not, each director other than an initial director serves one year. |
| Consecutive-term limit | The Nonprofit Corporation Code allows directors to be elected for successive terms. |
| Conflict-of-interest disclosure General corporate law | Under the Nonprofit Corporation Code, a transaction in which a director has a conflicting interest cannot be set aside on that ground if, after required disclosure, a majority (and at least two) of the qualified directors who vote approve it, if the qualified members approve it, if a court approves it, or if it was fair to the association. Starting January 1, 2027, the Georgia Property Owners' Bill of Rights Act also gives owners the right to expect directors to disclose conflicting interests to the rest of the board. |
| Citation | O.C.G.A. §§ 14-3-802; 14-3-805; 14-3-860 to 14-3-864; 44-3-222; 44-3-227; 44-3-229; 2026 Ga. S.B. 406 (O.C.G.A. § 43-17A-7) |
Read the law
What Georgia's law actually says about board composition, in its own words, with links to the full text where available:
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O.C.G.A. § 44-3-222
- Governing Statute / Scope: “Any declaration or amendment intending to bring or avail a development of the benefits and provisions of this article shall state an affirmative election to be so governed.”
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O.C.G.A. § 44-3-227(a)
secondary source
- Governing Statute / Scope: “the association shall be duly incorporated either as a business corporation under Chapter 2 of Title 14 or as a nonprofit membership corporation under Chapter 3 of Title 14”
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2026 Ga. S.B. 406, § 9
- Governing Statute / Scope: “Except as provided in subsection (b) of this section, this Act shall become effective on January 1, 2027.”
- Conflict of Interest Rule: “Expect directors to disclose to the other directors on the owners' association's board of directors any conflicting interest with respect to a transaction”
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O.C.G.A. § 14-3-803(a)
secondary source
- Minimum Board Size: “A board of directors must consist of one or more natural persons, with the number specified in or fixed in accordance with the articles or bylaws.”
- Minimum Board Size: “A corporation without members that is not in existence prior to July 1, 2023, must have a board of directors consisting of three or more natural persons”
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O.C.G.A. § 14-3-803(b)
secondary source
- Minimum Board Size: “may establish a variable range for the size of the board of directors by fixing a minimum and maximum number of directors”
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O.C.G.A. § 14-3-802
secondary source
- Owner/Member Eligibility Requirement: “Directors shall be natural persons who are 18 years of age or older but need not be residents of this state nor members of the corporation unless the articles so require.”
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O.C.G.A. § 44-3-229
secondary source
- Owner/Member Eligibility Requirement: “If the instrument provides that any member of the board of directors or any officer of the association must be a lot owner”
- Owner/Member Eligibility Requirement: “be deemed to include, without limitation, any shareholder, director, officer, partner in, or trustee of any person who is, either alone or in conjunction with any other person or persons, a lot owner”
- Additional Eligibility Rules: “shall be deemed to have disqualified himself or herself from continuing in office if he or she ceases to have any such affiliation with that person.”
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O.C.G.A. § 14-3-840(a)
secondary source
- Required Officer Positions: “A corporation shall have a chief executive officer, a secretary, and a chief financial officer, provided that the articles of incorporation or bylaws may designate other titles”
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O.C.G.A. § 14-3-840(e)
secondary source
- Required Officer Positions: “the same individual may simultaneously hold more than one office in a corporation, except that the offices of chief executive officer and secretary shall not be held by the same individual.”
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O.C.G.A. § 14-3-840(d)
secondary source
- Required Officer Positions: “The articles, bylaws, or board shall delegate to one of the officers responsibility for preparing minutes of the directors' and members' meetings and for authenticating records of the corporation.”
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O.C.G.A. § 14-3-140(6)
secondary source
- Required Officer Positions: “Chief executive officer includes a president or any other individual holding a similar position designated by another title.”
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O.C.G.A. § 14-3-140(7)
secondary source
- Required Officer Positions: “Chief financial officer includes a treasurer or any other individual holding a similar position designated by another title.”
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O.C.G.A. § 14-3-805
secondary source
- Maximum Individual Term: “The articles or bylaws may specify the terms of directors. In the absence of any term specified in the articles or bylaws, the term of each director other than initial directors shall be one year.”
- Consecutive Term Limit: “Directors may be elected for successive terms.”
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O.C.G.A. § 14-3-860
secondary source
- Conflict of Interest Rule: “the existence and nature of the director's conflicting interest, and all facts known to the director respecting the subject matter of the transaction”
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O.C.G.A. § 14-3-862
secondary source
- Conflict of Interest Rule: “a majority, but not less than two, of those qualified directors who voted on the transaction”
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O.C.G.A. § 14-3-861(b)
secondary source
- Conflict of Interest Rule: “the transaction is established to have been fair to the corporation”
Making the transition easier
Formtabulous keeps your association's records — elections, violations, ARC requests, homeowner communication — in one place that survives board turnover, instead of scattered across whoever's personal inbox happened to handle it.
See how it works →Georgia — Common Questions
This article is general information about how HOA boards typically operate and is not legal advice. The specific roles, terms, and requirements for your association are set by your bylaws and, in some states, statute — consult the governing documents and, where needed, a qualified attorney for your specific situation.