MEETING RULES: DELAWARE
Delaware meeting rules,
between elections.
Delaware’s Uniform Common Interest Ownership Act gives unit owners 10 to 60 days of notice of an executive board meeting that is not on a schedule already sent to them, opens board meetings once declarant control ends, and sets the same window for an owners meeting in a community created after September 30, 2009.
For a community created before that date, §81-119 extends only a listed set of sections, among them board meetings, quorum, proxies and records, and the owners meeting notice section is not one of them.
Our reading, to support your review, not legal advice.
Confirm with your attorney before the board acts.
Reviewed on Nov 10, 2026
NOTICE
Notice for the annual meeting in Delaware
Days below are counted back from the meeting date. Where the statute sets a ceiling as well as a floor, the notice has to land inside the window, not simply before it.
Community created after September 30, 2009
Delaware Uniform Common Interest Ownership Act
| Notice | The rule | Section |
|---|---|---|
| Regular or special meeting | 10 to 60 days beforeThe association meets at least once a year. Except for an emergency meeting, which may be held without prior notice, the secretary or the officer your bylaws name has notice delivered to each unit owner no fewer than 10 and no more than 60 days before any regular or special meeting. The notice states the time and place and the agenda, or the website address where the agenda is posted, in which case the association sends a copy to any owner who asks. The agenda covers any proposed amendment to the declaration or bylaws, any budget changes, any proposal to remove an officer or board member, and a statement that the president may add items if no owner present objects.How it travels: By hand, by prepaid United States mail to the unit or to a mailing address the owner designated in writing, or electronically where the owner has given prior written authorization and an electronic address. | 25 Del. C. §81-308; §81-127 |
Community created before September 30, 2009
Delaware Uniform Common Interest Ownership Act, §81-119
| Notice | The rule | Section |
|---|---|---|
| Unit owners meeting | No day count in the statuteSection 81-119 lists the parts of the act that reach a community created before September 30, 2009, and the owners meeting notice section, §81-308, is not one of them. The listed sections govern only events after that date, an existing provision of the declaration or bylaws controls where it expressly conflicts with them, and the act controls where neither those documents nor the Unit Property Act address an issue. A condominium under the Unit Property Act sets the method of calling owner meetings in its code of regulations. Start with your bylaws or code of regulations, and we cannot compute a date for you. | 25 Del. C. §81-119; §2208(2) |
Small community
Delaware Uniform Common Interest Ownership Act
| Notice | The rule | Section |
|---|---|---|
| Unit owners meeting | No day count in the statuteA condominium or cooperative of no more than 20 units, with no development rights to grow past 20, is subject only to the act’s sections on local ordinances and building codes and on eminent domain, unless its declaration applies the whole act. Planned communities that are small by unit count or by assessment have a like exception. The act’s meeting rules do not reach these communities, so your bylaws govern and we cannot compute a date for you. | 25 Del. C. §81-117; §81-118(a); §81-120 |
Worked example: a meeting on Dec 1, 2026
- Community created after September 30, 2009, regular or special meeting: for a meeting on Dec 1, 2026, notice goes out between Oct 2 and Nov 21, 2026.
That is arithmetic on the day counts above, nothing more. Your bylaws may ask for longer, weekends and holidays are not adjusted for, and a date is not a ruling on your meeting.
Now yours: when is your meeting?
Type the date and see the days your notice can go out under the Delaware sections above. Nothing you type leaves this page.
BOARD MEETINGS
Board meetings in Delaware
At least quarterly
The executive board meets at least quarterly. The president or a majority of the board may call a special meeting.
Not a board meeting
Incidental or informal gatherings of 2 or more directors for social or other purposes are not board meetings, and neither is a meeting where no decisions about association business are made or discussed. The board and individual directors may not use social gatherings or other devices to evade the open meeting rule.
Open to unit owners
After declarant control ends, every executive board meeting is open to the unit owners except an executive session. Four purposes allow one: consulting the association’s lawyer about, or discussing, litigation, mediation, arbitration, administrative proceedings or any contract matter, labor or personnel matters, contract negotiations including bids where early general knowledge would put the association at a disadvantage, and a complaint from or alleged violation by an owner where the board finds public knowledge would violate that owner’s privacy.
Owners may comment
Every board meeting agenda includes an opportunity for unit owners to offer comments to the board on any matter affecting the community. In a community created after September 30, 2009, owners also get a reasonable opportunity to comment at any owners meeting, whatever the agenda says.
Board materials to owners
Materials sent to the board before a meeting are made reasonably available to unit owners at the same time. Unapproved minutes and materials for executive session are the exceptions.
Unanimous consent, with limits
After declarant control ends, the board may act without a meeting by unanimous consent documented in a record all its members sign. It may not act that way to adopt a rule, budget or special assessment, impose a fine or enforce the documents, buy or sell real property, borrow money, or contract for more than 1 percent of the annual budget. The secretary promptly tells all unit owners of any action taken by unanimous consent.
Sixty days to challenge
A board action stands unless a court sets it aside. A challenge for failing to follow the board meeting section may not be brought more than 60 days after the minutes of that meeting are approved or the record of the action is distributed to owners. An action taken in violation is voidable by a court, but a contract with a third party who did not know of a notice failure is not invalid for that reason alone.
Notice before new rules
Before adopting or substantially amending a rule, the board tells all unit owners that it intends to and gives a date on which it will meet to receive their comments. This section is not on the §81-119 list for communities created before September 30, 2009.
Common interest community
Delaware Uniform Common Interest Ownership Act
| Notice | The rule | Section |
|---|---|---|
| Executive board meeting | 10 to 60 days beforeUnless the meeting is on a schedule already distributed to unit owners or is an emergency meeting, the secretary or the officer your bylaws name has notice of every regular or special board meeting delivered to each unit owner no fewer than 10 and no more than 60 days ahead, and no later than the time notice goes to the board members. The notice states the time, place and agenda, and the agenda includes an opportunity for owners to comment. The section is on the §81-119 list, so it reaches communities created before September 30, 2009, where an existing provision of the declaration or bylaws that expressly conflicts with it controls.How it travels: By any means in §81-127: by hand, by prepaid United States mail, or electronically with the owner’s prior written authorization. | 25 Del. C. §81-308A(b); §81-119 |
Small community
Delaware Uniform Common Interest Ownership Act
| Notice | The rule | Section |
|---|---|---|
| Executive board meeting | No day count in the statuteThe executive board meeting section does not reach a community excepted as small under §§81-117, 81-118 or 81-120. Your bylaws set its board notice, and no date can be computed. | 25 Del. C. §81-117; §81-118(a); §81-120 |
MINUTES AND RECORDS
Minutes and records in Delaware
Budget summary to owners
At least once a year the executive board prepares a proposed budget, which in a condominium or cooperative carries a line for any required reserve funding. Once declarant control has ended, the board sends every unit owner a summary within 30 days of adopting a proposed budget, with any reserves and the basis on which they are calculated and funded, and sets the ratification meeting 14 to 60 days after the summary goes out. That window is counted from the summary. The meeting still takes its own notice under §81-308. The budget section is on the §81-119 list, so a community created before September 30, 2009 follows the same clock, unless an existing provision of its declaration or bylaws expressly conflicts with it.
What the association keeps
The association keeps, in written form or a form it can convert to writing within a reasonable time, detailed records of receipts and expenditures, the repair and replacement reserve included, under generally accepted accounting practices. It also keeps minutes of all member and board meetings, a record of actions taken without a meeting or by a board committee, and a member list showing each member’s votes.
Copies at the office
At its principal office it keeps copies of its certificate of incorporation and bylaws, the minutes of members meetings and actions taken without a meeting for the past 3 years, financial statements and tax returns for the past 3 years with the auditors’ report, a list of current directors and officers, its latest annual report, in a condominium or cooperative its most recent reserve study, and records detailed enough to comply with §81-409.
Five days’ written notice
A unit owner or the owner’s authorized agent may examine and copy the association’s records, the membership list and aggregate employee salary information included, if the request is in good faith and for a proper purpose related to membership. Inspection happens during reasonable business hours or at a mutually convenient time and place, on 5 days of written notice that reasonably identifies the purpose and the specific records.
What may be withheld
Eight kinds of record may be withheld: personnel matters about specific persons or a person’s medical records, contracts under negotiation, pending or threatened litigation or similar proceedings, enforcement proceedings before a government tribunal, privileged communications with legal counsel, information whose disclosure would violate law, minutes and other confidential records of an executive session, and other owners’ unit files. An attorney’s files about the association are not association records at all.
What a copy costs
The association may charge a fee in advance for converting records to written form, for allowing inspection and for copies, but no more than the actual cost of materials and labor. Copies may be sent electronically where available and requested, the association does not have to compile or synthesize information, and what it provides may not be used for commercial purposes.
Audit every three years
In a condominium or cooperative with more than 50 unit owners, the bylaws provide for an independent audit of the financial records by a licensed certified public accounting firm at least once every 3 years, with a review by an independent accountant in each year between. An association of fewer than 100 unit owners may decide by resolution to meet the audit requirement with a review instead.
Unit Property Act books
In a condominium under the Unit Property Act, the treasurer keeps detailed records of all receipts and expenditures, itemizing the maintenance, repair and replacement of the common elements, and a record of each owner’s assessments and payments. The receipts and expenditures records are open to unit owners during regular business hours.
PROXIES AND QUORUM
Proxies and quorum in Delaware
Quorum of twenty percent
Unless the bylaws say otherwise, an association meeting has a quorum throughout if persons entitled to cast at least 20 percent of the votes are there in person, by proxy or by ballot when it begins, and at least 25 percent of the unit owners not related to the declarant are present. Ballots solicited for an action without a meeting and delivered to the secretary on time count toward it as well. The rule reaches communities created before September 30, 2009.
Board quorum
Unless the bylaws say otherwise, the executive board has a quorum if persons entitled to cast a majority of its votes are present throughout the meeting. This subsection is not on the §81-119 list for older communities.
Proxies last one year
A unit owner may vote through a duly executed proxy, and revokes it only by actual notice to the person presiding over the meeting. A proxy that is undated, or that claims to be revocable without notice, is void. It ends one year after its date unless it names a shorter term.
What carries a vote
Unless the act or the declaration requires more, a majority of the votes cast in person, by proxy or by ballot at a meeting with a quorum decides an action, provided the votes in favor are at least a majority of the number of votes needed for a quorum at that meeting.
Association-owned units
Votes allocated to a unit the association owns are not cast and are left out of the quorum and of any percentage needed for owner action.
Owners can call meetings
In a community created after September 30, 2009, the president, a majority of the executive board, or unit owners holding at least 20 percent of the votes, or a lower share the bylaws name, may call a special meeting. If the association has not notified owners within 30 days of the request, the owners who asked may notify everyone themselves, and only matters described in the notice may be considered.
Removing a director
Whatever the declaration or bylaws say, unit owners may remove an executive board member, with or without cause, by a two-thirds vote of those present in person, by proxy or by ballot and entitled to vote at a meeting with a quorum, if removal was listed in the notice. Before any removal vote, people for and against it, the member included, get a reasonable opportunity to speak. A special meeting called to remove a member may go ahead without a quorum: it recesses after everyone present has spoken, owners get 30 days from the notice of the recessed meeting to vote by secret written ballot or electronically, and removal there needs more votes for than against and more than one-third of all the association’s votes. A declarant appointee cannot be removed by owner vote during declarant control.
Budget stands unless rejected
At the ratification meeting the budget is ratified, whether or not a quorum is present, unless a majority of all unit owners, or a larger vote the declaration sets, voting in person or by proxy, reject it. A rejected budget leaves the last ratified one in place. A special assessment follows the same path unless the board finds an emergency by unanimous vote.
REMOTE MEETINGS
Meeting by phone or screen in Delaware
Board by conference call
Unless the declaration or bylaws provide otherwise, the executive board may meet by telephone or video conference call or an interactive electronic process. The notice has to say so and, for any part that is not executive session, explain how owners may take part directly or at a central location or conference connection, and the process has to let all owners hear the discussion and comment. After declarant control ends, owners may amend the bylaws to vary these procedures.
Members by remote communication
An association that is a Delaware nonstock corporation is also governed by Title 8, which §81-326 says controls to the extent it is not inconsistent with the act. Under Title 8 the governing body may let members and proxy holders who are not physically present take part and vote by remote communication, and where it sets the meeting place it may hold the members meeting solely that way. The association takes reasonable measures to verify that each remote participant is a member or proxy holder and to give them a reasonable opportunity to participate and vote, including reading or hearing the proceedings substantially as they happen, and keeps a record of every remote vote.
NEXT
What to do with this.
This page adds what the election page does not: The 10 to 60 day board meeting notice owed to unit owners, the open meeting rule and its four executive session purposes, the limits on acting by unanimous consent, the five-day records request, the three-year audit cycle, and which sections reach a community created before September 30, 2009. The ballot rules for Delaware stay where they already are, on vote.direct, and that page is linked below.
Reading a statute is not the same as running a meeting. Start free in a few minutes, or send us your owner list and we set your community up with you on the phone, in one sitting. Call or text (512) 222-8191.
THE OTHER STATES
Meeting rules we have read elsewhere.
Same treatment on each: a primary source per fact, a link per citation, and the date the reading happened.
Arizona
Annual meeting notice: 10 to 50 days
California
Annual meeting notice: 10 to 90 days
Colorado
Annual meeting notice: 10 to 50 days
Florida
Annual meeting notice: At least 14 days
Nevada
Annual meeting notice: 15 to 60 days
Texas
Annual meeting notice: 10 to 60 days
Maryland
Annual meeting notice: No day count in the statute
Washington
Annual meeting notice: 14 to 50 days
Virginia
Annual meeting notice: At least 14 days
New York
Annual meeting notice: 10 to 50 days
North Carolina
Annual meeting notice: 10 to 60 days
Pennsylvania
Annual meeting notice: 10 to 60 days
Michigan
Annual meeting notice: 10 to 60 days
South Carolina
Annual meeting notice: 10 to 60 days
Connecticut
Annual meeting notice: 10 to 60 days
Idaho
Annual meeting notice: 10 to 60 days
Wisconsin
Annual meeting notice: At least 10 days
Illinois
Annual meeting notice: 10 to 30 days
New Jersey
Annual meeting notice: 10 to 60 days
Hawaii
Annual meeting notice: At least 14 days
Oregon
Annual meeting notice: 10 to 50 days
New Hampshire
Annual meeting notice: At least 21 days
QUESTIONS
Delaware board questions, answered
How much notice does a Delaware association have to give for the annual meeting?
The association meets at least once a year. Except for an emergency meeting, which may be held without prior notice, the secretary or the officer your bylaws name has notice delivered to each unit owner no fewer than 10 and no more than 60 days before any regular or special meeting. The notice states the time and place and the agenda, or the website address where the agenda is posted, in which case the association sends a copy to any owner who asks. The agenda covers any proposed amendment to the declaration or bylaws, any budget changes, any proposal to remove an officer or board member, and a statement that the president may add items if no owner present objects. For a meeting on Dec 1, 2026, that puts the notice between Oct 2 and Nov 21, 2026. That is arithmetic on the statute, not a ruling on your meeting. 25 Del. C. §81-308; §81-127. Our reading, to support your review, not legal advice. Confirm with your attorney before the board acts.
Are Delaware HOA board meetings open to homeowners?
After declarant control ends, every executive board meeting is open to the unit owners except an executive session. Four purposes allow one: consulting the association’s lawyer about, or discussing, litigation, mediation, arbitration, administrative proceedings or any contract matter, labor or personnel matters, contract negotiations including bids where early general knowledge would put the association at a disadvantage, and a complaint from or alleged violation by an owner where the board finds public knowledge would violate that owner’s privacy. 25 Del. C. §81-308A(c). Our reading, to support your review, not legal advice. Confirm with your attorney before the board acts.
Can an owner speak at a Delaware board meeting?
Every board meeting agenda includes an opportunity for unit owners to offer comments to the board on any matter affecting the community. In a community created after September 30, 2009, owners also get a reasonable opportunity to comment at any owners meeting, whatever the agenda says. 25 Del. C. §81-308A(b); §81-308. Our reading, to support your review, not legal advice. Confirm with your attorney before the board acts.
How much notice does a Delaware board meeting need?
Unless the meeting is on a schedule already distributed to unit owners or is an emergency meeting, the secretary or the officer your bylaws name has notice of every regular or special board meeting delivered to each unit owner no fewer than 10 and no more than 60 days ahead, and no later than the time notice goes to the board members. The notice states the time, place and agenda, and the agenda includes an opportunity for owners to comment. The section is on the §81-119 list, so it reaches communities created before September 30, 2009, where an existing provision of the declaration or bylaws that expressly conflicts with it controls. 25 Del. C. §81-308A(b); §81-119. Our reading, to support your review, not legal advice. Confirm with your attorney before the board acts.
How fast does a Delaware association have to answer a records request?
A unit owner or the owner’s authorized agent may examine and copy the association’s records, the membership list and aggregate employee salary information included, if the request is in good faith and for a proper purpose related to membership. Inspection happens during reasonable business hours or at a mutually convenient time and place, on 5 days of written notice that reasonably identifies the purpose and the specific records. 25 Del. C. §81-318(b). Our reading, to support your review, not legal advice. Confirm with your attorney before the board acts.
How long does a Delaware association have to keep its records?
The association keeps, in written form or a form it can convert to writing within a reasonable time, detailed records of receipts and expenditures, the repair and replacement reserve included, under generally accepted accounting practices. It also keeps minutes of all member and board meetings, a record of actions taken without a meeting or by a board committee, and a member list showing each member’s votes. 25 Del. C. §81-318(a)(1), (2), (3). Our reading, to support your review, not legal advice. Confirm with your attorney before the board acts.
Can a Delaware association hold its meeting online?
Unless the declaration or bylaws provide otherwise, the executive board may meet by telephone or video conference call or an interactive electronic process. The notice has to say so and, for any part that is not executive session, explain how owners may take part directly or at a central location or conference connection, and the process has to let all owners hear the discussion and comment. After declarant control ends, owners may amend the bylaws to vary these procedures. 25 Del. C. §81-308A(e). Our reading, to support your review, not legal advice. Confirm with your attorney before the board acts.
Do proxies count toward a quorum in Delaware?
Unless the bylaws say otherwise, an association meeting has a quorum throughout if persons entitled to cast at least 20 percent of the votes are there in person, by proxy or by ballot when it begins, and at least 25 percent of the unit owners not related to the declarant are present. Ballots solicited for an action without a meeting and delivered to the secretary on time count toward it as well. The rule reaches communities created before September 30, 2009. 25 Del. C. §81-309(a); §81-119. Our reading, to support your review, not legal advice. Confirm with your attorney before the board acts.
Does governance.center tell us our Delaware meeting was properly noticed?
No, and it never will. We show you the statute, the date the arithmetic produces and the section it came from, so your board and your attorney can check our work. Your bylaws may set a longer period than the state does, and where they do, the bylaws govern. We never tell a board that it is compliant.
Our reading, to support your review, not legal advice.
Confirm with your attorney before the board acts.
Your bylaws may ask for a longer period than the state does, and where they do, the bylaws govern. We never tell a board that it is compliant. If something here does not match what your attorney reads, call (512) 222-8191 and tell us. We will correct it.