Understanding the Concept of “Cumulative Voting” in the Election of HOA Directors

It is commonplace for homeowners’ associations to permit, or even require, “cumulative voting” in the election of members of the association’s board of directors. When cumulative voting is used, each voting member of the association is allowed one vote for each director seat that is up for election. For example, if an association has five board seats up for election, each unit or property owner has a total of five votes. Owners of more than one unit or property have five votes for each unit or property they own. The owner may cast all five of his or her votes for the same nominee (cumulate the votes) or distribute the five votes among the nominees in any manner desired by the voting owner. Thus, a given nominee can receive anywhere from zero to five votes from each owner voting in the election. The following is an example of language contained in an association’s bylaws that provides for cumulative voting:

At each election for Directors, every Member entitled to vote at such election shall have the right to vote, in person or by proxy, the number of Units owned by him or her for as many persons as there are Directors to be elected and for whose election he or she has a right to vote, or to cumulate his or her votes by giving one candidate as many votes as the number of such Directors multiplied by the number of his or her Units, or by distributing such votes on the same principle among any number of candidates.

Elections that utilize cumulative voting are intended to provide homeowners with minority representation on the association’s board of directors. This is especially important in newly developed associations that are initially under the control of the developer. By utilizing cumulative voting, the new homebuyers can be assured of: