Texas Condo Meeting Guide

Annual meetings, board meetings, quorum, proxies, executive session, and minutes — the complete procedural reference for a self-managed volunteer board, with a state-by-state lookup and a free printable checklist.

Texas at a Glance

Member notice Notice method and timing principally determined by the declaration/bylaws; §82.108 requires annual meetings and governs special-meeting calls, but bylaws establish the manner of notice
Member quorum Unless the bylaws provide otherwise, a quorum is 20% of the votes entitled to be cast for board election, present in person or by proxy; the bylaws may not reduce this below 10% (§82.109(a))
Board quorum Unless the bylaws specify a larger percentage, a quorum is present at a board meeting if persons entitled to cast at least 50% of the votes on the board are present at the beginning of the meeting (§82.109(b))
If quorum fails Not addressed — no statutory quorum-reduction or reconvening provision for a meeting that fails for lack of quorum appears anywhere in Chapter 82

The most common first-year board mistake is treating an annual membership meeting and a board meeting as variations of the same thing. They aren't. They have different participants, different quorum calculations, different voting rights, different notice rules, and different authority. Mixing them up can make decisions invalid.

Annual / Membership Meeting

  • Participants: homeowners and members
  • Quorum: based on voting interests (lots/units)
  • Business: elections, amendments, member-approval matters
  • Proxies: generally permitted for member votes
  • Open to: all eligible members
  • Notice: longer window, more content required

Board Meeting

  • Participants: directors of the board
  • Quorum: based on number of directors
  • Business: operational decisions delegated to the board
  • Proxies: directors generally cannot vote by proxy
  • Open to: members have right to attend in most states
  • Notice: shorter window, often posted

⚠ Common mistake: Five directors sitting around a table cannot transform a board meeting into a membership meeting by putting a member-action item to a vote. The question is always who legally has authority to make this decision — the board or the membership. Label every agenda item before the meeting: Board Action or Membership Action.

The tables and callouts throughout this guide show live rules for the state you selected above (Texas). Prefer a different state? Change it at the top of the page, or download your state's printable checklist directly.

Part 1 — The Annual Membership Meeting

The annual meeting is the most visible thing a self-managed board does — and the one most likely to go sideways if the process isn't prepared in advance. Work through these stages in order.

Step 1 — Read the governing documents first

Before setting a date or drafting a notice, pull out the declaration, bylaws, articles of incorporation, and any adopted meeting rules. Find specifically:

  • The required annual meeting date or window
  • Notice deadline and required delivery method
  • Quorum percentage and how it is calculated
  • Whether proxies and absentee/electronic voting are permitted
  • Director election procedure and term structure
  • Voting allocations, developer votes, and multiple-owner situations
  • Procedure for an adjourned meeting if quorum fails

⚠ Common mistake: Don't assume "10% quorum" or "14-day notice" applies to your HOA because you found it online. Those are statutory defaults in some states, not universal HOA rules — your governing documents may require something different and generally control.

Step 2 — Notice: content, method, and timing

A defective notice can invalidate the meeting and every action taken at it — including the election — before a single ballot is counted. At minimum, the notice should include date, time, location, how to participate remotely if permitted, agenda items, election information, and proxy instructions and deadline.

Texas

Notice windowNotice method and timing principally determined by the declaration/bylaws; §82.108 requires annual meetings and governs special-meeting calls, but bylaws establish the manner of notice
Agenda required?No general statutory agenda requirement verified in §82.108
StatuteTex. Prop. Code §§82.106, 82.108; Ch. 81 for older condominiums

Showing Texas. Change your state above.

⚠ Common mistake: Using last year's notice without reviewing it. If this year's meeting involves an election, an amendment, a special assessment, or a director removal, the notice content and timing requirements may be different. Work backward from the meeting date and build a notice checklist before anything is sent.

Step 3 — Prepare the agenda

A practical annual meeting agenda for a self-managed HOA:

  1. Call to order — record exact time
  2. Proof of notice
  3. Establish quorum — announce calculation before any vote
  4. Approval of previous annual meeting minutes
  5. President / board report
  6. Treasurer / financial report
  7. Committee reports (where applicable)
  8. Old business — previously announced unresolved matters only
  9. New business — only matters properly within scope
  10. Director election (if applicable)
  11. Owner questions and comments
  12. Adjournment — record exact time

⚠ Common mistake: Adding significant business from the floor that wasn't on the notice. This is particularly risky for amendments, assessments, and director removal, which may require specific notice language under state law or governing documents. In Texas, agenda requirement: No general statutory agenda requirement verified in §82.108.

Step 4 — Calculate quorum before the meeting

Quorum is not "how many people showed up." It is the number of voting interests that must be represented — in person or by valid proxy — before the membership can conduct business. Two spouses who own one lot together do not automatically represent two votes.

Build this worksheet before the meeting and bring it:

Total voting interests: ______  ×  Required quorum: ______%  =  Votes needed: ______
Owners present: ______  +  Valid proxies: ______  =  Total represented: ______
Quorum achieved: Yes / No

Skip the math — use the free HOA quorum calculator →

Texas

Member quorumUnless the bylaws provide otherwise, a quorum is 20% of the votes entitled to be cast for board election, present in person or by proxy; the bylaws may not reduce this below 10% (§82.109(a))
Board quorumUnless the bylaws specify a larger percentage, a quorum is present at a board meeting if persons entitled to cast at least 50% of the votes on the board are present at the beginning of the meeting (§82.109(b))

⚠ Common mistake: Counting people instead of voting interests, or using a quorum percentage found online without checking the governing documents. In Texas, the default is: Unless the bylaws provide otherwise, a quorum is 20% of the votes entitled to be cast for board election, present in person or by proxy; the bylaws may not reduce this below 10% (§82.109(a)) — and an HOA's bylaws may set a number different from any state default.

Step 5 — Verify every proxy before counting it

A handful of valid proxies can be the difference between quorum and a failed meeting. An invalid proxy that was counted can make the meeting itself challengeable. Don't let the board president decide whether a proxy "looks okay" while homeowners are waiting in the parking lot.

  • Number every proxy received and log it before the meeting
  • Confirm the proxy is from an eligible voting interest
  • Confirm it is signed and dated
  • Confirm it identifies the specific meeting
  • Check for conflicts or duplicate proxies from the same unit
  • Check expiration — FL proxies expire 90 days after the original meeting; NC proxies expire 11 months from date

⚠ Common mistake: Accepting a proxy that says "I authorize Bob to vote for me" with no date, no meeting identification, and no signature verification. In Texas: Yes — §82.110(b): votes may be cast under a written, dated proxy; a proxy is void if undated or purports to be revocable without notice, is revocable only by actual notice to the person presiding over the meeting, and terminates 1 year after its date unless it specifies a shorter or longer term. Cumulative voting is not allowed (§82.110(c)) Defective proxies that were counted toward quorum can invalidate the meeting's business.

Step 6 — What to do when quorum isn't met

Don't say "everyone here agrees, so let's just vote." Without the required quorum, the membership generally lacks authority to take action on business that requires a membership vote. The right procedure:

  • Call the meeting to order at the scheduled time
  • Announce the quorum calculation — exactly
  • State that quorum has not been achieved
  • Do not conduct business requiring membership action
  • Follow the governing documents and state law for adjournment
  • Document everything in the minutes — a failed meeting is still an event
  • Preserve all proxies and attendance records

Texas — If Quorum Fails

Not addressed — no statutory quorum-reduction or reconvening provision for a meeting that fails for lack of quorum appears anywhere in Chapter 82

⚠ Common mistake: Announcing "we'll just meet again next week" without following the applicable adjournment procedure — and without knowing whether the second meeting is actually valid. In Texas: Not addressed — no statutory quorum-reduction or reconvening provision for a meeting that fails for lack of quorum appears anywhere in Chapter 82 Never assume the second meeting operates on the same rules as the first.

Step 7 — Elections deserve their own preparation

If directors are elected at the annual meeting, settle every procedural question before the meeting opens — not while homeowners are standing around waiting to vote.

  • Who is eligible to vote, and how many votes does each lot have?
  • Are proxies permitted for director elections?
  • How are nominations made, and are floor nominations allowed?
  • Is voting by secret ballot or open ballot?
  • Who counts the ballots — and are they a disinterested party?
  • What constitutes a winning vote? What happens on a tie?
  • How long are ballots retained after results are announced?

⚠ Common mistake: Having candidates or board members count the ballots. Even when everyone is completely honest, the process looks compromised. Check Texas's governing statute (Tex. Prop. Code §§82.106, 82.108; Ch. 81 for older condominiums) for specific election requirements. Improvising the election procedure while the room is watching is how routine elections become contested ones.

→ For a full treatment of HOA elections, see the HOA Election Guide.

Part 2 — Board Meetings

Board meetings are where the directors exercise authority delegated to them by the governing documents. They operate on different rules from membership meetings — different quorum, different notice, different open-meeting requirements.

Notice for board meetings

Board meeting notice is typically shorter than membership meeting notice — but it still has to happen. In most states, members have the right to know when the board is meeting.

Texas

Board meeting noticeNo fixed statutory number — §82.108(e): notice of board meetings must be given as provided by the bylaws or, if the bylaws are silent, in the manner Texas nonprofit corporation law requires for board notice (Bus. Orgs. Code §§6.051, 6.052, 22.217)
StatuteTex. Prop. Code §§82.106, 82.108; Ch. 81 for older condominiums

⚠ Common mistake: Sending a board meeting notice 24 hours before the meeting because "it's just a board meeting." In Texas, board notice requirement: No fixed statutory number — §82.108(e): notice of board meetings must be given as provided by the bylaws or, if the bylaws are silent, in the manner Texas nonprofit corporation law requires for board notice (Bus. Orgs. Code §§6.051, 6.052, 22.217) Getting the timing wrong can make actions taken at the meeting procedurally defective.

Open meetings — members have the right to attend

In most states, board meetings must be open to all members of the HOA — not just the directors. Members may not have voting rights at a board meeting, but they generally have the right to observe and often to speak on agenda items.

Texas — Open Meeting Rule

Yes — association and board meetings must be open to unit owners, subject to executive-session exceptions

⚠ Common mistake: A quorum of directors discussing association business in a group text, a Zoom call before the "real" meeting, or a side conversation at a neighborhood event can itself count as a board meeting under some states' statutes — not around whether someone formally called the meeting to order. In Texas: Yes — association and board meetings must be open to unit owners, subject to executive-session exceptions If a quorum of directors is deliberating toward a decision, it may already be a board meeting regardless of the setting.

Executive session — what it is and what it isn't

Executive session is not a general privacy button. It is not a way to discuss anything the board would rather homeowners not hear. It is a narrow exception to the open-meeting requirement for specific categories of sensitive business, defined by state law.

Texas — Executive Session

Yes — personnel, pending litigation, contract negotiations, enforcement actions, privacy matters, and matters required to remain confidential under statutory conditions; general nature of business must first be announced in open session

⚠ Common mistake: Going into executive session to discuss a landscaping contract dispute, an architectural decision, or anything else the board finds uncomfortable — without confirming that a statutory exception actually applies. In Texas: Yes — personnel, pending litigation, contract negotiations, enforcement actions, privacy matters, and matters required to remain confidential under statutory conditions; general nature of business must first be announced in open session "We'd rather discuss this privately" is not a statutory basis for closing the meeting.

Board quorum — separate from membership quorum

Board quorum is calculated from the number of directors, not the number of homeowners. A five-director board typically needs three directors present to take action. That has nothing to do with how many homeowners need to be represented at the annual meeting.

In Texas, that distinction is concrete: the board quorum default is Unless the bylaws specify a larger percentage, a quorum is present at a board meeting if persons entitled to cast at least 50% of the votes on the board are present at the beginning of the meeting (§82.109(b)), while the membership quorum default is Unless the bylaws provide otherwise, a quorum is 20% of the votes entitled to be cast for board election, present in person or by proxy; the bylaws may not reduce this below 10% (§82.109(a)) — two completely different calculations for two completely different meetings.

⚠ Common mistake: Using the membership quorum percentage when determining whether the board can act, or assuming that because a quorum of owners is present at a board meeting, the HOA can conduct membership business. The calculations and authorities are entirely separate.

Part 3 — Meeting Minutes

Minutes are the official record of what the association formally did — not a transcript of everything that was said. They should be detailed enough to reconstruct what happened and defensible enough to stand up if a decision is challenged months later.

What good minutes include

  • Association name, meeting type, date, time, and location
  • Person presiding and person recording minutes
  • Proof of notice — when sent, how, by whom
  • Quorum calculation — owners present + valid proxies = total represented vs. required
  • Each motion stated precisely, including maker and seconder
  • Vote count and result for every motion
  • Election results if applicable
  • Executive session entry and exit times, and required post-session summary (TX)
  • Adjournment time

⚠ Common mistake: Minutes that are either a useless summary ("various issues were discussed") or a 15-page transcript of every argument. The goal is the official institutional record: what was decided, what vote occurred, what authority the board or membership exercised.

Good example: "Motion by Smith, seconded by Jones, to approve the landscaping contract for $12,000. Passed 4–1."

Bad example: "There was a long discussion and people seemed pretty divided about the landscaping."

Always document a failed meeting

A meeting that didn't reach quorum still happened and still needs minutes. At minimum record:

"The meeting was called to order at 7:00 p.m. Quorum required 20 voting interests. Eighteen voting interests were represented (14 present, 4 valid proxies). Quorum was not achieved. A motion to adjourn was made by [name] and seconded by [name]. The motion passed. The meeting was adjourned at 7:14 p.m. The next meeting will be [date/time/place] or noticed as required."

That record is far better than nothing — and essential if the second meeting or anything that follows is later challenged.

Retention requirements

Texas

Minutes retentionYes, for associations of 8+ units — §82.1141(l)(5): minutes of meetings of the unit owners and the board must be retained for 7 years. (This retention-policy requirement is only expressly mandated for associations with 8 or more units under §82.1141(l).)

Free HOA Meeting Checklist

Before / during / after — the complete checklist for both annual membership meetings and board meetings, built for your specific state's requirements.

Download PDF checklist

Part 4 — State-by-State Quick Reference

Select your state below for its actual HOA meeting requirements. These reflect statutory defaults where a state has a comprehensive HOA or planned-community meeting statute — your governing documents may require something stricter, and they generally control. Where a state has no comprehensive statute, the reference says so plainly rather than guessing.

Governing statute Texas Uniform Condominium Act (Property Code Ch. 82)
Member meeting noticeNotice method and timing principally determined by the declaration/bylaws; §82.108 requires annual meetings and governs special-meeting calls, but bylaws establish the manner of notice
Agenda in noticeNo general statutory agenda requirement verified in §82.108
Member quorum defaultUnless the bylaws provide otherwise, a quorum is 20% of the votes entitled to be cast for board election, present in person or by proxy; the bylaws may not reduce this below 10% (§82.109(a))
Proxy rulesYes — §82.110(b): votes may be cast under a written, dated proxy; a proxy is void if undated or purports to be revocable without notice, is revocable only by actual notice to the person presiding over the meeting, and terminates 1 year after its date unless it specifies a shorter or longer term. Cumulative voting is not allowed (§82.110(c))
If quorum failsNot addressed — no statutory quorum-reduction or reconvening provision for a meeting that fails for lack of quorum appears anywhere in Chapter 82
Board meetings openYes — association and board meetings must be open to unit owners, subject to executive-session exceptions
Board meeting noticeNo fixed statutory number — §82.108(e): notice of board meetings must be given as provided by the bylaws or, if the bylaws are silent, in the manner Texas nonprofit corporation law requires for board notice (Bus. Orgs. Code §§6.051, 6.052, 22.217)
Board quorum defaultUnless the bylaws specify a larger percentage, a quorum is present at a board meeting if persons entitled to cast at least 50% of the votes on the board are present at the beginning of the meeting (§82.109(b))
Executive sessionYes — personnel, pending litigation, contract negotiations, enforcement actions, privacy matters, and matters required to remain confidential under statutory conditions; general nature of business must first be announced in open session
Minutes retentionYes, for associations of 8+ units — §82.1141(l)(5): minutes of meetings of the unit owners and the board must be retained for 7 years. (This retention-policy requirement is only expressly mandated for associations with 8 or more units under §82.1141(l).)
CitationTex. Prop. Code §§82.106, 82.108; Ch. 81 for older condominiums

Want this as a printable checklist for Texas? Download the Texas PDF checklist →

A note on this guide: Every callout and fact box throughout Parts 1–3 above reflects Texas — the condominium association rules for the state you selected at the top of the page. A few surrounding examples still reference Texas, Florida, or North Carolina by name where they're illustrating a general pattern (not a specific rule), since those three states show meaningfully different regulatory approaches. Condominium association and homeowners association rules can also differ within the same state; use the toggle above to switch. Change your state at any time using the selector at the top of the page.

Texas — Common Questions

Texas law does not impose a general annual-meeting agenda requirement beyond the notice requirements applicable to an election or vote. Tex. Prop. Code Sec. 209.0056(a).

For an association organized as a nonprofit corporation, the default quorum is 10% unless the certificate of formation or bylaws provide otherwise. Tex. Bus. Orgs. Code Sec. 22.159(a); Tex. Prop. Code Sec. 209.00592.

This guide is general information about how HOA meetings typically work and is not legal advice. The specific rules for your association are set by your governing documents and, where applicable, state law. For contested elections, amendments, director removal, or disputed voting rights, have the association's attorney review the procedure before the meeting.