Pennsylvania HOA Meeting Notice, Board Elections and Record Inspection

Meeting rules for a Pennsylvania planned community live in 68 Pa.C.S. § 5308, which Act 115 of 2022 (November 3, 2022, P.L.1750, effective in 180 days) substantially rewrote. Subsection (a) requires the bylaws to schedule at least one association meeting each year and to provide for special meetings, and it fixes the notice window: a named officer must cause notice to go out "not less than ten nor more than 60 days in advance of any meeting," hand delivered or sent prepaid by United States mail to the mailing address of each unit or to another address the owner designates in writing. Electronic notice is allowed only if the owner agreed in writing to accept it or the bylaws permit it. The notice must state the time, the place and the items on the agenda, and specifically the general nature of any proposed amendment to the declaration or bylaws, any budget or assessment changes, and any proposal to remove a director or officer where owner approval is required. An agenda that omits the budget item is not a valid notice for a budget vote.

Act 115 also settled how Pennsylvania associations handle remote meetings. Under § 5308(b) the bylaws must require notice of a virtual association meeting by first class or express mail or prepaid courier, or by facsimile, e-mail or other electronic communication to a number or address the owner supplied, with mailed notice deemed given on deposit and electronic notice deemed given when sent. Section 5308(c) provides that, unless the bylaws say otherwise, participating by conference telephone or other remote electronic technology, including the Internet, that lets each participant hear the others counts as in-person attendance, which matters for quorum. Section 5308(e) permits the board to record meetings by audio or video if the presiding officer announces it at the start, and the recording must be kept and made available to owners for at least six months.

Contested elections got their own protection. Section 5308(d) requires the bylaws to provide that where there are more candidates than open board seats, and one or more candidates asks for it, the association must hold a special session at least seven days before the election so owners can meet the candidates, with equal time for each.

The board's own authority and limits are in § 5303. Officers and board members stand in a fiduciary relation to the association and must act in good faith, in what they reasonably believe to be its best interests, and with the care of a person of ordinary prudence, and in managing reserve funds they are governed by the prudent investor rule at 20 Pa.C.S. § 7203. Section 5303(b) is the provision most owners never hear about: the board must deliver to all owners a copy of each budget it approves and notice of any capital expenditure it approves, promptly after approval, and the owners "by majority or any larger vote specified in the declaration, may reject any budget or capital expenditure approved by the executive board within 30 days after approval." The board may not amend the declaration under § 5219, terminate the community under § 5220, or elect its own members, though it may fill a vacancy for the rest of an unexpired term.

Section 5303 also governs the handover from the developer. Declarant control runs no more than seven years in a flexible planned community with convertible or addable real estate and no more than five years in any other, and ends earlier at 60 days after 75% of the units that may be created have been conveyed, two years after all declarants stopped offering units in the ordinary course of business, or two years after a development right to add units was last exercised. Owners other than the declarant must elect at least one member and at least 25% of the board within 60 days of 25% conveyance, and at least 33% within 60 days of 50% conveyance. After declarant control the owners elect a board of at least three members, a majority of whom must be unit owners. Under § 5303(f) owners may remove any non-declarant board member, with or without cause, by a two-thirds vote of all persons present and entitled to vote at a meeting where a quorum is present.

Records are handled by § 5316. Subsection (a) requires the association to keep financial records detailed enough to support the resale certificate under § 5407 and provides that "all financial and other records shall be made reasonably available for examination by any unit owner and authorized agents." Subsection (b) adds a hard deadline for larger communities: an association with more than 12 units, or one subject to subdivision, conversion or expansion rights under § 5215 or § 5211, must prepare annual financial statements consisting of at least a balance sheet and a statement of revenues and expenses within 180 days after the close of its fiscal year, and must give any owner who submits a written request a copy within 30 days, along with the independent accountant's report if the statements were audited, reviewed or compiled. Preparing the statements is a common expense, and the association may charge a fee for copies of other records only up to the cost of producing them.

Condominium owners work from the parallel Uniform Condominium Act sections, and the difference is worth knowing. Section 3308 is word-for-word the same on meetings, notice, remote participation, pre-election sessions and recordings. Section 3316, by contrast, is much shorter: it requires detailed financial records during declarant control and reasonable availability of all financial and other records for examination, but it contains no 180-day annual statement deadline, no 30-day production deadline and no copying-fee cap. A condominium owner who wants an audited statement in 30 days is asking for something the Uniform Condominium Act does not require.

Pennsylvania gives owners an administrative remedy that most states do not. Under 68 Pa.C.S. § 5322(a), added by Act 17 of 2018, a unit owner in good standing may file a complaint with the Bureau of Consumer Protection in the Office of Attorney General over a violation by the declarant or the association of § 5308 (meetings), § 5309 (quorums) or § 5310 (voting and proxies). Section 5316(c) adds a separate complaint route for records: if the association fails to hand over the annual financial statements and any accountant's report within 30 days of a written request, or if the financial records that substantiate those statements are not made reasonably available for examination, the owner may file with the same Bureau. The condominium version, § 3322(a), covers §§ 3308, 3309, 3310 and § 3316 together.

There is a gate in front of that complaint. If the declaration, bylaws or rules make an alternative dispute resolution procedure available, § 5322(b) bars the complaint until the owner has exhausted ADR without resolution or 100 days have passed since the owner started it, whichever comes first. Section 5322(c) lets the owner file immediately if no ADR procedure is available or if the association refuses ADR under § 5321(b)(2), which is common because § 5321(b)(2) limits ADR to disputes where every party agrees to it. Section 5321(b)(3) splits ADR costs and fees, other than attorney fees, equally among the parties. None of this displaces court: § 5322(d) and § 5321(c) both preserve an owner's private cause of action, and a board that ignores its fiduciary duty under § 5303(a) is answerable in the court of common pleas.