Board Member Bullying the Manager

Jason Hamilton Mikes, JD, MBA
Founder & Managing Shareholder

Published October 3, 2026
Reviewed by Jason Hamilton Mikes, JD, MBA, October 3, 2026
Florida Statutes as of July 1, 2026
Applies to: Condominiums · HOAs · Cooperatives
Written for: Community association managers and board members

Key takeaways

A Florida community association acts through its board as a body: corporate powers are exercised by or under the authority of the board (§ 617.0801, Fla. Stat.), so one director acting alone generally has no authority to direct the manager unless the board or the governing documents have delegated it.
The management agreement, not any single director, defines who the manager reports to and how instructions are given, so check it before the conversation.
A manager facing a bullying director should raise it with the president privately first, then with the full board, and involve the management company's principal if it continues or if the president is the problem.
A director who disagrees with the board should argue the merits, vote no and have the vote recorded, rather than attack colleagues or staff in public.
Removing or recalling a director, and any harassment or employment-law question, belong with association counsel and the management company's HR advisers.

When a director bullies the manager or gives orders alone, go back to the basic rule: the association acts through its board as a body. Corporate powers are exercised by or under the authority of the board (§ 617.0801, Fla. Stat.), and the board acts by vote at a meeting, not by one director's text. The manager takes direction from board action and the management agreement. Raise the problem privately and factually, then with the full board. Removing a director, or any harassment or employment question, is counsel's call.

In the moment: what to do

Don't match the volume. Lower your voice and slow down. A shouting director is usually flooded.
Hear it. Let the director finish. Under the anger there is often a real concern, like a vendor who didn't show.
Name it. "It sounds like you feel this has been sitting too long and you're the one hearing about it." Labeling the frustration is not accepting the blame.
State it, once. Separate the concern from the instruction: "I'll get you an update today. Changing the contract needs a board vote, so I'll put it on the agenda."
Next step. Say exactly what you'll do and when. Then do it.
End a conversation that turns abusive. "I want to help with this, and I can't while we're shouting. I'll follow up in writing this afternoon." Then leave or hang up.
Write a same-day note of what was said and asked, with quotes and no opinions. Use the incident log format.
Check the management agreement. It defines who the manager reports to and how instructions are given. See the management agreement review checklist.
Escalate in order. The president privately first, then the full board, then the management company's principal. If the president is the problem, go to the principal, who can raise it with the board and counsel.

What to say

When one director gives an order:

"I'm glad to put that in front of the board. I can't act on it until the board decides."
"Is this something the board has approved? If so, I'll need it reflected in the minutes."
"I'll add it to the next agenda and send you the draft."

When the tone turns personal:

"I can hear you're frustrated. I want to fix this, and I need us to keep it professional."
"I'm going to end the call now. I'll send a written update today."

For late-night messages:

"I saw your message. I'll respond during office hours tomorrow."
"For emergencies after hours, please call [EMERGENCY LINE]."

For directors who disagree with each other:

"I see this differently, and here's why." (Then the reasons, not the person.)
"I'll vote no, and I'd like my vote recorded."

What to write afterward

Subject: Working together on board requests
Dear [PRESIDENT NAME],
Thank you for the work you put into the association. I'm writing to ask for your help with something that affects how well I can serve the Board.
Over the past [TIMEFRAME], I've received several requests from individual directors, including [NEUTRAL EXAMPLE, e.g., "a request on [DATE] to cancel the landscaping contract"], that would need a Board decision before I can act. I've also received messages late at night and some calls that became heated, including [DATE AND BRIEF FACTUAL DESCRIPTION].
Under our management agreement, I take direction from the Board through its decisions [CHECK: and through the president or designated contact, as the agreement provides]. To make that work smoothly, I'd like to suggest:
1. Requests that need Board action go on the agenda for the next meeting.
2. Routine questions come to me through [EMAIL / PORTAL], and I'll respond within [NUMBER] business days.
3. After-hours emergencies go to [EMERGENCY LINE].
I'd welcome the chance to talk this through with you privately before the next meeting. [CHECK: I've shared this note with [MANAGEMENT COMPANY PRINCIPAL].]
Thank you for your help.
Sincerely,
[MANAGER NAME], CAM
[MANAGEMENT COMPANY]

What Florida law allows (and doesn't)

The board acts as a body. All corporate powers are exercised by or under the authority of the board (§ 617.0801). With a quorum present, a majority vote of the directors present is the act of the board (§ 617.0824(1), (3)). One director acting alone generally has no authority to direct the manager unless the board or the bylaws have delegated it.
Decisions happen at meetings. Directors may use e-mail to communicate but may not vote by e-mail (§ 718.112(2)(c); § 720.303(2)(a); § 719.106(1)(c)). See directors deciding by email.
Directors are fiduciaries. Officers and directors have a fiduciary relationship to the owners (§ 718.111(1)(a); § 720.303(1); § 719.104(9)(a)).
Disagreement belongs in the vote. A director present when the board acts is presumed to assent unless he or she votes against or abstains (§ 617.0824(4)). In a condominium, each director's vote or abstention is recorded in the minutes (§ 718.111(1)(b)).
Owners can recall directors. A majority of the voting interests may recall a director with or without cause (§ 718.112(2)(l); § 720.303(10); § 719.106(1)(f)), but the procedure is technical and belongs with counsel.
Harassment and workplace issues are for the management company's HR advisers and counsel. The manager should document, not diagnose.

Instead of… / Try…

Instead of…	Try…	Why
Doing what the loudest director says	"I'll put it on the agenda for a board vote."	Only the board acts (§ 617.0801).
Answering an 11 p.m. text at 11 p.m.	Reply during office hours, with an emergency number.	Sets a boundary without a fight.
Complaining about the president to other directors	Raise it with the president privately first.	Side conversations build factions.
"You can't talk to me like that!"	"I'll follow up in writing this afternoon."	Ends it without escalating.
Arguing with a fellow director in front of owners	"I see it differently. I'll vote no."	Disagree on the merits, on the record.
"That's harassment."	Document the facts and tell your principal.	Legal labels are for HR and counsel.

Copy this prompt into your AI tool

Help me, a Florida community association manager, write a short, professional email to the board president. A director has [NEUTRAL DESCRIPTION: e.g., given me instructions without a board vote / sent late-night demands / raised his voice on calls] on [DATES]. Use Hear, Name, State, Next: acknowledge the director's underlying concern, name the problem in neutral facts only, state that I take direction from board decisions under our management agreement, and propose next steps: requests needing board action go on the agenda, routine questions go to [CHANNEL], emergencies to [NUMBER], and a private conversation before the next meeting. Follow BIFF: brief, informative, friendly, firm. No accusations, no legal conclusions, no words like "harassment" or "bully," no admissions or promises the board hasn't approved. Mark anything needing the board, my company principal or counsel as [CHECK]. Under 250 words.

Before pasting, remove names, unit numbers, balances, medical details and anything privileged.

Manager or lawyer?

Usually manager work (ministerial)

Placing a director's request on the next agenda.
Setting response times and an after-hours emergency channel.
Keeping factual notes of calls and messages.
Raising the issue with the president and the management company principal.

Call association counsel when…

Someone wants a director removed, recalled or censured.
A director has committed the association to a contract or payment without a board vote.
The bylaws give an officer powers and the board disagrees about their reach.
There are threats, or conduct anyone describes as harassment (also tell the management company's HR advisers).

Interpreting the governing documents and statutes to reach a legal conclusion is the practice of law (The Florida Bar re Advisory Opinion – Activities of Community Association Managers, No. SC13-889 (Fla. May 14, 2015)).

Frequently asked questions

Does the manager have to follow one board member's instructions?

Generally no, unless the board or the governing documents have given that director or officer the authority. The board acts as a body (§ 617.0801), and the management agreement says who the manager takes direction from.

The president is the problem. Who do I tell?

Your management company's principal. The principal can raise it with the full board and, if needed, association counsel. Keep a factual record of what happened.

Two directors fight at every meeting. What can the rest of the board do?

Agree on ground rules before the next meeting, use recesses, and keep debate to the motion. A director who disagrees can vote no and have it recorded.

Can the board remove a director who bullies staff?

That's a question for counsel. Owners may recall directors (§ 718.112(2)(l); § 720.303(10); § 719.106(1)(f)), but the board's own options depend on the documents and the facts.

Talk to association counsel

Conflict inside the board slows every decision the association needs to make. Call Hamilton Mikes, P.A. at 239-594-7227 or reach us through our contact page.

Statutes and authorities referenced

§ 617.0801, Fla. Stat. (corporate powers exercised by or under the authority of the board of directors)
§ 617.0824(1), (3)–(4), Fla. Stat. (board quorum; act of the board is a majority vote of directors present with a quorum; presumed assent unless the director votes against or abstains)
§ 718.112(2)(c), § 720.303(2)(a), § 719.106(1)(c), Fla. Stat. (directors may use e-mail to communicate but may not vote by e-mail)
§ 718.111(1)(a), Fla. Stat. (condominium officers and directors have a fiduciary relationship to unit owners)
§ 718.111(1)(b), Fla. Stat. (condominium director presumed to assent unless voting against or abstaining; each director's vote or abstention recorded in the minutes)
§ 720.303(1), Fla. Stat. (HOA officers and directors subject to § 617.0830; fiduciary relationship to members)
§ 719.104(9)(a), Fla. Stat. (cooperative officers and directors have a fiduciary relationship to unit owners)
§ 718.112(2)(l), § 720.303(10), § 719.106(1)(f), Fla. Stat. (recall of directors)

About this article. This article is published by Hamilton Mikes, P.A. for general educational purposes. It is not legal advice, it is not a legal opinion, and it is not a substitute for advice from a lawyer who has reviewed your association's governing documents and the facts of your situation. Reading it, downloading it, or corresponding with the firm about it does not create an attorney-client relationship. No such relationship arises until the firm and the client have signed a written engagement agreement. Please do not send confidential or time-sensitive information to the firm until a conflicts check has been completed and an engagement is confirmed in writing; information sent before that point may not be treated as privileged.

Scope and currency. This article addresses Florida law as applied to Florida community associations, and the firm is licensed to practice in Florida only. Nothing here should be taken as a statement of the law of any other jurisdiction. Florida's community association statutes have been amended in every regular session since 2021, and subsection numbering has moved more than once in that period. Each article states the edition of the Florida Statutes it was written against. The law may have changed after that date, an appellate court may have construed a provision differently, and an administrative rule or a local ordinance may impose requirements this article does not address.

Your governing documents control. Much of what governs a Florida association is not in the statutes at all. Declarations, articles of incorporation, bylaws, rules, plats and recorded amendments differ from community to community, and on many questions they set the rule while the statute sets only a floor or a default. A procedure that is correct in one association may be a breach of the documents in the association next door. No general article can tell you which is which for your community.

Why general information is not advice. Legal questions are resolved by applying the law to particular facts as a judge, jury, arbitrator or hearing officer finds them. An outcome that appears clear in the abstract frequently turns on the documents, the chronology, the board's own prior conduct, and the procedural posture, none of which an article can anticipate. A lawyer supplies what information cannot: the judgment to identify which facts matter, the experience to know how a court or the Division is likely to treat them, the ability to choose among the courses of action actually available, and the advocacy to carry the association's position through negotiation, hearing or trial.

For community association managers. A community association manager may not give legal advice to the association. When a question requires interpreting a statute or the governing documents, the board should consult association counsel.

The standard of care, and the protection the statute attaches to counsel. A director of a Florida community association is held to the standard in section 617.0830, Florida Statutes: to act in good faith, in a manner the director reasonably believes to be in the best interests of the corporation, and to discharge the duties of the office with the care an ordinary prudent person in a like position would reasonably believe appropriate under similar circumstances. That standard is measured against the decision the board actually faced, on the record actually before it. The same statute supplies the protection that goes with the duty. Under section 617.0830(4) and (5)(b), a director who has no knowledge making reliance unwarranted is entitled to rely on information, opinions, reports and statements prepared or presented by legal counsel retained by the association as to matters the director reasonably believes are within counsel's professional competence. The Legislature has written the prudent course into the statute. A board that obtains advice on its own documents and its own facts, and acts on that advice, is standing on ground the statute expressly protects. Nothing on this website confers that protection. General information, however carefully prepared, is not advice on your declaration, your amendments, your board's history or your dispute, and a director who relies on it in place of counsel forgoes a statutory protection that was available for the asking.

Personal exposure is real. Service on an association board is usually uncompensated, but volunteer status is not itself immunity. Under section 617.0834, Florida Statutes, a director or an officer is not personally liable in monetary damages for a statement, vote, decision, or failure to act in that role unless two things are both true: the director or officer breached or failed to perform the duties of the office, and that breach was a violation of the criminal law, a transaction from which the director or officer derived an improper personal benefit, conscious disregard or willful misconduct in a proceeding brought by or in the right of the corporation, or recklessness or bad faith in a proceeding brought by anyone else. That protection turns on how the director acted, not on whether the director was paid. Chapters 718, 719 and 720 add consequences of their own, including removal from office, civil penalties assessed against the individual for certain willful and knowing violations, and in defined circumstances criminal liability. Whether any of that reaches a particular director depends entirely on the facts and on the director's conduct. The practical point is narrower and more useful: the decisions that generate this exposure — levying an assessment, enforcing a covenant, denying a transfer, withholding a record, entering a unit, terminating a contract, signing for construction work — are precisely the decisions on which general information is least adequate, and on which counsel costs least relative to what is at stake.

No guarantee; prior results. The firm makes no representation or warranty that the information in this article is complete, current or applicable to any particular matter, and disclaims liability to any person for any action taken or not taken in reliance on it. Any description of prior results does not guarantee or predict a similar outcome in any other matter; every case turns on its own facts, documents and record.

Do not act on this article alone. If your association faces a decision of consequence, obtain advice from a Florida-licensed attorney who has read your governing documents and the relevant record before the board votes, signs, sends or forecloses. Hamilton Mikes, P.A. represents community associations throughout Southwest Florida and can be reached at 239-594-7227.

A board member is bullying me or giving me orders on his own — what can the manager or the board do?

In the moment: what to do

What to say

What to write afterward

What Florida law allows (and doesn't)

Instead of… / Try…

Copy this prompt into your AI tool

Manager or lawyer?

Usually manager work (ministerial)

Call association counsel when…

Frequently asked questions

Does the manager have to follow one board member's instructions?

The president is the problem. Who do I tell?

Two directors fight at every meeting. What can the rest of the board do?

Can the board remove a director who bullies staff?

Talk to association counsel

Statutes and authorities referenced

Speak with a Florida community association attorney

A board member is bullying me or giving me orders on his own — what can the manager or the board do?

In the moment: what to do

What to say

What to write afterward

What Florida law allows (and doesn't)

Instead of… / Try…

Copy this prompt into your AI tool

Manager or lawyer?

Usually manager work (ministerial)

Call association counsel when…

Frequently asked questions

Does the manager have to follow one board member's instructions?

The president is the problem. Who do I tell?

Two directors fight at every meeting. What can the rest of the board do?

Can the board remove a director who bullies staff?

Related resources

Talk to association counsel

Statutes and authorities referenced

Speak with a Florida community association attorney