Section 1: Overview — How board elections are governed in New York

New York runs board elections on three separate tracks, and which rules apply depends entirely on how the community owns its property. Condominiums elect a board of managers under the New York Condominium Act — Real Property Law Article 9-B, § 339-d and following.¹ Cooperatives work differently. A co-op is a corporation that owns the building, a form you see all over New York City, and its shareholders elect a board of directors under corporate law — the Business Corporation Law, and where it applies the Cooperative Corporations Law — together with the certificate of incorporation, the bylaws, and the proprietary lease. No condominium or HOA statute touches them.² Planned-community HOAs that are not condominiums get no dedicated statute at all. Their elections run on recorded declarations and bylaws, and the Not-for-Profit Corporation Law fills in the corporate defaults for electing directors.³

Two structural points shape everything that follows. First, New York names its courts in a way that trips up newcomers. The trial court of general jurisdiction is called the Supreme Court. The intermediate appellate court is the Appellate Division of the Supreme Court, organized into four Departments. And the highest court in the state is the New York Court of Appeals.⁴ Second, New York has never adopted the Uniform Common Interest Ownership Act, so none of the UCIOA defaults apply here. The sections that follow lay out the framework for each track, the mechanics of the election itself, and the recent activity in the legislature and the courts.

Section 2: The election framework

2A. Condominiums: the Condominium Act and the board of managers

The New York Condominium Act — Real Property Law Article 9-B — governs condominiums, and lawyers simply call it the condominium act.¹ On elections, the Act says surprisingly little. Its central provision is § 339-v, which directs the bylaws to provide for "the nomination and election of a board of managers, the number of persons constituting the same, and that the terms of at least one-third of the members of such board shall expire annually," plus the method for removing board members.⁵ So the Act does two things directly: it requires a board of managers, and it forces a measure of staggered turnover, with at least a third of the seats up every year. Everything else — board size, term length, eligibility, how candidates are nominated, the quorum, the vote threshold — it leaves to the bylaws.⁵

The handoff from sponsor control — that is, the developer — to a board the unit owners actually elect is not something the Condominium Act spells out. That transition lives in the offering plan and the bylaws, drafted to satisfy the Attorney General's regulations under the Martin Act when the project is first offered. The Attorney General's own guidance puts it plainly: "in most cases the Attorney General requires sponsors to promise, in the offering plan, that they will give up their control of the Board of Managers after they sell over fifty percent of the common interest, or after five years have passed since the first closing, whichever comes first."⁶ One caveat worth remembering: the Attorney General's Real Estate Finance Bureau reviews those offering plans only at the offering stage. It does not police board elections after that.⁶ The Attorney General has proposed, but not adopted, the first rewrite of its conversion regulations since 2019 (I.D. No. LAW-19-26-00018-P, published May 13, 2026, amending 13 NYCRR Parts 18 and 23): proposed § 23.3(w) would require a sponsor to agree not to exercise voting control of the board of managers for more than two years after the first unit closing, or once unsold units fall below 50 percent of the common interest, whichever is sooner (down from five years), with a meeting to elect board members unrelated to the sponsor within 30 days after control ends, and would bar sponsor veto power over certain expenses; it does not touch Part 22 (homeowners association offering plans).⁷

The condominium track stands apart from the other two. A condominium elects a board of managers under Article 9-B and its bylaws. A cooperative elects a board of directors under corporate law. A planned-community HOA elects a board of directors under its declaration and the Not-for-Profit Corporation Law. None of them borrows from UCIOA, because New York never enacted it.

1. N.Y. Real Prop. Law art. 9-B, § 339-d et seq. (McKinney) (Condominium Act) ↩
2. N.Y. Bus. Corp. Law § 703 (McKinney) (Election and term of directors) ↩
3. N.Y. Not-for-Profit Corp. Law § 703 (McKinney) (Election and term of office of directors) ↩
4. N.Y. Bus. Corp. Law § 619 (McKinney) (Powers of supreme court respecting elections) ↩
5. N.Y. Real Prop. Law § 339-v (McKinney) (Contents of by-laws) ↩
6. N.Y. Att'y Gen., How to Handle Problems With a Condominium's Board of Managers (Real Estate Finance Bureau) ↩
7. N.Y. Department of Law, proposed amendments to 13 NYCRR Parts 18 and 23, I.D. No. LAW-19-26-00018-P (N.Y. State Register May 13, 2026), text of proposed regulations ↩
8. N.Y. Coop. Corp. Law (McKinney) ↩
9. N.Y. Not-for-Profit Corp. Law § 702 (McKinney) (Number of directors) ↩
10. N.Y. Bus. Corp. Law § 702 (McKinney) (Number of directors) ↩
11. N.Y. Bus. Corp. Law § 704 (McKinney) (Classification of directors) ↩
12. N.Y. Not-for-Profit Corp. Law § 704 (McKinney) (Classification of directors) ↩
13. N.Y. Bus. Corp. Law § 701 (McKinney) (Board of directors) ↩
14. N.Y. Not-for-Profit Corp. Law § 701 (McKinney) (Board of directors) ↩
15. N.Y. Att'y Gen., Co-op Board of Directors (guidance) ↩
16. N.Y. Bus. Corp. Law § 602 (McKinney) (Meetings of shareholders) ↩
17. N.Y. Not-for-Profit Corp. Law § 603 (McKinney) (Meetings of members) ↩
18. N.Y. Bus. Corp. Law § 605 (McKinney) (Notice of meetings of shareholders) ↩
19. N.Y. Not-for-Profit Corp. Law § 605 (McKinney) (Notice of meeting of members) ↩
20. N.Y. Bus. Corp. Law § 609 (McKinney) (Proxies) ↩
21. N.Y. Bus. Corp. Law § 618 (McKinney) (Cumulative voting) ↩
22. N.Y. Not-for-Profit Corp. Law § 609 (McKinney) (Proxies) ↩
23. N.Y. Not-for-Profit Corp. Law § 617 (McKinney) (Cumulative voting) ↩
24. N.Y. Bus. Corp. Law § 608 (McKinney) (Quorum of shareholders) ↩
25. N.Y. Not-for-Profit Corp. Law § 608 (McKinney) (Quorum at meeting of members) ↩
26. N.Y. Bus. Corp. Law § 614 (McKinney) (Vote of shareholders) ↩
27. N.Y. Not-for-Profit Corp. Law § 613 (McKinney) (Vote of members) ↩
28. N.Y. Bus. Corp. Law § 706 (McKinney) (Removal of directors) ↩
29. N.Y. Not-for-Profit Corp. Law § 706 (McKinney) (Removal of directors) ↩
30. N.Y. Bus. Corp. Law § 705 (McKinney) (Newly created directorships and vacancies) ↩
31. N.Y. Not-for-Profit Corp. Law § 705 (McKinney) (Newly created directorships and vacancies) ↩
32. Mulberry Condominium Assocs., Inc. v Leong, 2025 NY Slip Op 50644(U) (Sup Ct, NY County Apr. 9, 2025), New York State Law Reporting Bureau ↩
33. N.Y. S. 9572, 2025-2026 Reg. Sess. (N.Y. 2025) ↩
34. N.Y. S. 7745, 2025-2026 Reg. Sess. (N.Y. 2025) ↩
35. Schmidt v. Bd. of Dirs. of Duane Owners, Inc., 232 A.D.3d 500, 2024 NY Slip Op 05778 (1st Dep't 2024) ↩
36. FinCEN, Beneficial Ownership Information Reporting Requirement Revision, final rule, 91 Fed. Reg. 52508 (Aug. 14, 2026), Federal Register ↩
37. 31 C.F.R. § 1010.380, Reports of beneficial ownership information (current text on eCFR) (ecfr.gov) (domestic-entity exemption for entities created by filing with a U.S. secretary of state or similar office). ↩