Tennessee HOA Director Qualifications

Section 1: Overview — Who can serve on a condominium or HOA board in Tennessee

Tennessee takes a moderate-touch approach to director qualifications. On the condominium side, the Tennessee Condominium Act of 2008 lays out real board provisions — an executive board, declarant control, and meetings.¹ Non-condominium homeowners’ associations work from something thinner: limited statutory provisions, recorded covenants, and the Tennessee Nonprofit Corporation Act.² And the screens that decide who may run come from the documents, not the statutes. The state requires no certification, sets no term limit, and erects no automatic bar against owners who fall behind on assessments or who carry a criminal record.

The Tennessee Condominium Act of 2008, Tenn. Code Ann. §§ 66-27-201 to 66-27-507 (Parts 2 through 5), governs condominiums created on or after January 1, 2009, and a handful of its provisions also reach pre-2009 condominiums for events that occur after that date.³ For condominiums created before January 1, 2009, the predecessor Tennessee Horizontal Property Act, Tenn. Code Ann. §§ 66-27-101 et seq. (Part 1), still controls; it leans on archaic terms, including “council of co-owners” for the board.⁴ Non-condominium HOAs get no comprehensive Tennessee statute at all. They rely on the limited provisions in Title 66, Chapter 27, Parts 6 through 8,⁵ on their recorded covenants, and on the Tennessee Nonprofit Corporation Act, Tenn. Code Ann. Title 48.²

That places Tennessee well below heavy-touch states such as Florida and California, which impose statutory director certification or education, set term limits, and automatically disqualify delinquent owners or certain felons who want to run.⁶ The sections below show where each rule comes from and whether it applies to a condominium or a non-condominium HOA.

Section 2: Where director qualifications come from

2A. The condominium acts and the limited HOA provisions

The Tennessee Condominium Act of 2008, Tenn. Code Ann. §§ 66-27-201 to 66-27-507, is the principal condominium statute. It derives from the uniform condominium model and uses terms such as “declaration,” “development rights,” and “special declarant rights.”⁷ Its executive-board framework sits at § 66-27-403 — which covers the board of directors and officers, declarant control, and, since 2023, reserve studies — and at § 66-27-408, which governs meetings.¹ The applicability rule at § 66-27-202 makes the Act govern every condominium created after January 1, 2009, and it applies an enumerated list of sections to pre-2009 condominiums, but only for events and circumstances that occur after January 1, 2009.³ For residential condominiums, no one may vary or waive the Act by agreement under § 66-27-204.⁷

The predecessor Tennessee Horizontal Property Act, Tenn. Code Ann. §§ 66-27-101 et seq., otherwise governs condominiums created before January 1, 2009. The older act carries less detail and different terminology; it defines the “council of co-owners” as all the co-owners, and the board operates inside that older framework.⁴

Non-condominium HOAs have no comprehensive statute. Title 66, Chapter 27 reaches them only through Part 6 (Dedicatory Instruments, §§ 66-27-601 to 66-27-603), Part 7 (Homeowners’ Association, §§ 66-27-701 to 66-27-706), and Part 8 (Gated Subdivision, §§ 66-27-801 to 66-27-802).⁵ These parts cover narrow topics — restrictive covenants, long-term-rental voting records, gated-subdivision matters — and none of them sets director eligibility, terms, or removal rules.⁸ None of the condominium acts, and none of the limited HOA parts, imposes director certification or education, a statutory term limit, or an automatic delinquency or felony disqualification.

2B. The corporate-law layer: the Tennessee Nonprofit Corporation Act

Most Tennessee community associations incorporate as nonprofit corporations under the Tennessee Nonprofit Corporation Act, Tenn. Code Ann. Title 48, Chapters 51 through 68, with the director and officer provisions in the Chapter 58 range.² That act supplies the corporate scaffolding. Section 48-58-103 requires a board of at least three natural persons;⁹ § 48-58-105 governs director terms;¹⁰ § 48-58-108 governs how members remove directors;¹¹ and § 48-58-301 sets the general standard of conduct.¹² For non-condominium HOAs, where Title 66 stays largely silent, the Nonprofit Corporation Act and the recorded covenants become the primary sources of director-qualification rules. The act is not an “HOA statute.” It is general corporate law, and it fills the gaps the governing documents leave behind.

2C. The declaration and bylaws

Inside that statutory framework, the declaration and bylaws set the candidate eligibility screens. For a condominium, the order of precedence runs from the applicable condominium act, to the declaration and bylaws, to the Nonprofit Corporation Act defaults, and finally to board rules. For a non-condominium HOA, it runs from the limited statutory parts and the recorded covenants, to the Nonprofit Corporation Act defaults, and then to board rules. In practice, a manager first figures out whether the community is a condominium — and, if so, whether the 2008 Act or the Horizontal Property Act applies, based on the January 1, 2009 cutoff — or a non-condominium HOA. The manager then applies the relevant statutory provisions and reads the governing documents for the specific eligibility screens.

Section 3: Director eligibility, disqualification, and tenure rules

A. Eligibility to serve

In Tennessee, whether a board member must be a unit owner or association member is a documentary question, not a statutory one. The Condominium Act of 2008 supplies the executive-board framework at § 66-27-403, but it does not require owner-elected directors to be unit owners; that screen — along with any residency, age, or good-standing requirement — comes from the declaration and bylaws for condominiums, or the recorded covenants and bylaws for non-condominium HOAs.¹ The Nonprofit Corporation Act asks only that directors be natural persons and that the board hold at least three of them under § 48-58-103; it sets no ownership or residency screen.⁹ The documents also govern how an association treats co-owners, spouses, trustees, and entity representatives. Because § 48-58-103 requires directors to be natural persons, an entity that owns a unit typically designates a natural person to stand for election, if the documents allow it.⁹

B. Disqualification and removal

For non-condominium HOAs organized as nonprofit corporations, members remove directors under Tenn. Code Ann. § 48-58-108. Members may remove a director they elected, with or without cause — unless the charter allows removal only for cause — at a meeting called for that purpose, and only if the votes cast to remove would have been enough to elect the director.¹¹ For condominiums, the Condominium Act adds its own owner-removal mechanism. Under § 66-27-403(f), unit owners may remove any board member other than a declarant appointee, 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 — and they may do so even if the declaration or bylaws say otherwise.¹ The Board Elections page details the vote mechanics for these removals — notice, quorum, and balloting; this page states the qualification-side rule, that the removal right is statutory in both contexts.

Neither delinquency in assessments nor a criminal record disqualifies a candidate or a sitting director by statute in Tennessee. Any such bar has to come from the declaration, covenants, or bylaws; it is documentary, not statutory. Conflict-of-interest limits come from § 48-58-302 of the Nonprofit Corporation Act, which does not flatly prohibit conflicting-interest transactions but regulates them, and from the standard of care discussed below.¹³

C. Board composition and terms

For condominiums, the declaration and bylaws fix the number, qualifications, and terms of board members. The Condominium Act provides at § 66-27-403(b) that the board itself may not set the qualifications or terms of office of board members, though it may fill vacancies for the unexpired portion of a term.¹ For non-condominium nonprofit HOAs, § 48-58-103 sets the three-director floor,⁹ and § 48-58-105 governs terms: the charter or bylaws must specify them, they may not exceed five years for elected directors, they default to one year if unspecified, and a director may serve them successively.¹⁰ Tennessee imposes no statutory term limit on association directors in either context; the five-year cap in § 48-58-105 limits the length of a single term, not the number of terms a director may serve.

Declarant control is a condominium feature. Under § 66-27-403(c), the declaration may set a period during which the declarant appoints and removes officers and board members; that period ends no later than the earliest of several stated milestones, including five years after the first unit conveyance — or seven years if more than 100 units may be created.¹ Under § 66-27-403(d), non-declarant owners must elect at least one board member within 120 days after 25 percent of the units that may be created have been conveyed.¹ The declarant’s power to appoint or remove officers and board members during declarant control is one of the special declarant rights that § 66-27-203 defines and ties to § 66-27-403(c).¹⁴

D. Onboarding and ongoing qualification duties

Tennessee requires no director certification, training, or education for condominium or HOA board members. This is the sharpest contrast with Florida, where directors elected or appointed on or after July 1, 2024 must finish a four-hour, state-approved education course within 90 days, and condominium directors must also file a written certification that they have read the governing documents, under Fla. Stat. § 718.112(2)(d) and § 720.3033(1).⁶ Tennessee has no comparable statute in either the Condominium Act or the Nonprofit Corporation Act.

The baseline duty is a standard of care, not a credential. The Condominium Act, at § 66-27-403(a), requires board members the declarant appoints to exercise the care of fiduciaries of the unit owners, and board members the unit owners elect to exercise ordinary and reasonable care.¹ For nonprofit HOAs, § 48-58-301 requires each director to act in good faith, with the care an ordinarily prudent person in a like position would exercise under similar circumstances, and in a manner the director reasonably believes serves the best interests of the corporation.¹² Conflict-of-interest disclosure expectations follow from § 48-58-302 and from those standards, not from any onboarding certification.¹³

Section 4: Recent legislative and judicial activity

A. Recent bills

No bill enacted in the past 24 months amends the Condominium Act of 2008, the limited HOA provisions, or the Nonprofit Corporation Act in any way that changes director qualifications, board composition, or director removal. The most-cited recent condominium measure is the 2023 reserve-study law.

B. Recent appellate rulings

One Tennessee Court of Appeals decision in the past 36 months bears directly on director removal in a community association.

C. Active legislative debates

A proposed comprehensive Tennessee Homeowners Association Act — which would govern non-condominium common-interest communities and include executive-board and director-removal provisions — has been introduced again and again (for example, SB 405 in 2015 and HB 2209 in 2022), and it has never become law; each version died in committee.²⁰ No active proposal would change condominium director qualifications.

Section 5: National positioning and related coverage

Tennessee is a moderate-touch state for director qualifications. On the condominium side, a uniform-derived Condominium Act of 2008 supplies a real executive-board framework, declarant control, and meeting rules — but it imposes no certification, no term limit, and no automatic disqualification. Non-condominium HOAs lean on limited statutory provisions, recorded covenants, and the Tennessee Nonprofit Corporation Act, and they leave the eligibility screens to the documents. That puts Tennessee well below heavy-touch states such as Florida, which require statutory director certification or education, set term limits, and automatically remove board members charged with qualifying crimes such as theft of association funds or ballot forgery. It puts Tennessee roughly alongside light-touch states such as South Dakota, where eligibility is documentary. For a multi-state operator, the practical point is simple: Tennessee’s condominium board rules are real and enforceable, but eligibility stays documentary, and a covenant dispute seeking equitable relief often lands in Chancery Court. Tennessee runs bifurcated trial courts — the Chancery Courts for equity and the Circuit Courts for law — with civil appeals running to the Tennessee Court of Appeals and then the Tennessee Supreme Court.²¹

HOA Weekly refreshes its Tennessee director-qualifications coverage each quarter, as the General Assembly and the Tennessee courts act. Federal frameworks rarely dictate director qualifications, but Tennessee associations still answer to federal law — the Fair Housing Act, the Americans with Disabilities Act, the Fair Debt Collection Practices Act, the Servicemembers Civil Relief Act, and the OTARD rule — in their broader operations.

Footnotes

1. Tenn. Code Ann. § 66-27-403 (Board of directors and officers; declarant control; reserve studies), Tennessee Condominium Act of 2008 ↩
2. Tenn. Code Ann. Title 48, Nonprofit Corporations (Chapters 51–68) ↩
3. Tenn. Code Ann. § 66-27-202 (Applicability) ↩
4. Tenn. Code Ann. § 66-27-102 (Horizontal Property Act definitions, including “council of co-owners”) ↩
5. Tenn. Code Ann. Title 66, Chapter 27 — Part 6 (Dedicatory Instruments), Part 7 (Homeowners’ Association), Part 8 (Gated Subdivision) ↩
6. Fla. Stat. § 718.112(2)(d) (condominium director certification and education) and § 720.3033 (HOA director education and disqualification), as amended by 2024 Fla. HB 1021 ↩
7. Tenn. Code Ann. §§ 66-27-201 to 66-27-211 (Tennessee Condominium Act of 2008 — General Provisions, including § 66-27-204 Variation by agreement) ↩
8. Tenn. Code Ann. § 66-27-702 (Homeowners’ Association — provision of voting record on long-term-rental amendments) ↩
9. Tenn. Code Ann. § 48-58-103 (Number of directors — at least three natural persons) ↩
10. Tenn. Code Ann. § 48-58-105 (Terms of directors generally — term not to exceed five years, one-year default, successive terms permitted) ↩
11. Tenn. Code Ann. § 48-58-108 (Removal of directors elected by members or directors) ↩
12. Tenn. Code Ann. § 48-58-301 (General standards for directors) ↩
13. Tenn. Code Ann. § 48-58-302 (Conflicting-interest transactions — Standards of Conduct, Part 3) ↩
14. Tenn. Code Ann. § 66-27-203 (Definitions for Parts 2–5 — “special declarant rights,” including appointment or removal of officers and board members under § 66-27-403(c)) ↩
15. Tennessee Public Chapter 205 (2023), SB 863 / HB 750, amending Tenn. Code Ann. § 66-27-403 (condominium reserve studies; aggregate replacement cost exceeding $10,000; five-year update cadence) ↩
16. FirstService Residential, “New Tennessee Law Impacts Condominium Reserve Study” (Gov. Bill Lee signed SB 863 / HB 750 on April 23, 2023; enacted in response to the Champlain Towers South collapse of June 24, 2021) ↩
17. Michael Frisbey et al. v. Salem Pointe Capital, LLC et al., No. E2023-01233-COA-R3-CV (Tenn. Ct. App. June 24, 2024) — official Court of Appeals opinion page ↩
18. Frisbey v. Salem Pointe Capital, opinion PDF (holding that bylaw conflicting with Tenn. Code Ann. § 48-58-108 is invalid; plaintiff entitled to his board seat; Judge Kristi M. Davis) ↩
19. Tennessee Court of Appeals — intermediate appellate court for civil matters (Administrative Office of the Courts) ↩
20. Tennessee Homeowners Association Act, SB 405 (109th General Assembly, 2015–2016) — failed in committee; see also HB 2209 (112th General Assembly, 2021–2022) ↩
21. Tennessee Administrative Office of the Courts — Chancery (equity) and Circuit (law) trial courts ↩