A director usually resigns by giving written notice to the board, its chair, or the association, and the resignation takes effect on delivery unless the notice names a later date (§ 617.0807, Fla. Stat.). Unless the governing documents provide otherwise, the remaining directors may fill the seat by majority vote, even if they're less than a quorum, for the rest of the term (§ 718.112(2)(d)10.; § 720.306(9)(c); § 719.106(1)(d)6.). The appointee then has certification or education deadlines.
The manager's checklist
- Get the resignation in writing. A verbal "I'm done" at a meeting or a heated text is not a clean record. Ask the director to email or sign a short resignation addressed to the board or the association (§ 617.0807). Note the effective date: immediately on delivery unless the notice says otherwise.
- Tell the board and file it. Forward the resignation to the remaining directors and place it in the official records. Note it at the next board meeting so the minutes reflect the vacancy.
- Check the governing documents first. The statutory vacancy rules apply "unless the bylaws provide otherwise" (condos and co-ops) or unless the documents provide otherwise (HOAs). Some bylaws require an owner election, a specific vote, or a time limit to fill the seat.
- Put the vacancy on a properly noticed board agenda. Under § 718.112(2)(d)10. (condos), § 720.306(9)(c) (HOAs), and § 719.106(1)(d)6. (co-ops), the remaining directors may fill a mid-term vacancy by majority vote even if they're less than a quorum, or the sole remaining director may fill it. Condo and HOA boards may instead hold an election. The appointee serves the unexpired term of that seat.
- Confirm the candidate is eligible. Check delinquency, residency or ownership requirements in the documents, and the statutory ineligibility rules. A board member more than 90 days delinquent is deemed to have abandoned the office (§ 718.112(2)(p); § 720.306(9)(b)). If there's any question, ask counsel before the vote.
- Start the new director's certification clock.
- Condo: within 1 year before or 90 days after appointment, the director must certify in writing that he or she has read the declaration, articles, bylaws, and current written policies, and submit a certificate from a Division-approved course of at least 4 hours; 1 hour of continuing education follows annually (§ 718.112(2)(d)5.b.).
- HOA: within 90 days, submit a certificate of completing department-approved education; continuing education is 4 hours a year (fewer than 2,500 parcels) or 8 hours a year (2,500 or more) (§ 720.3033(1)).
- Co-op: within 90 days, a written certification or an approved education certificate (§ 719.106(1)(d)1.b.).
- A director who misses the deadline is suspended until he or she complies (condo and HOA).
- Fill any officer post. If the resigning director was president, treasurer, or secretary, the board elects a replacement officer under the bylaws.
- Run the handoff. Update bank signature cards, remove online banking and payment-approval access, collect keys, fobs, and association devices, transfer emails and files kept in personal accounts to the association, and update the portal, website, and Division or Sunbiz filings as the documents require.
How it differs: condo, HOA, co-op
| Issue | Condominium (ch. 718) | HOA (ch. 720) | Cooperative (ch. 719) |
|---|---|---|---|
| Who fills a mid-term vacancy | Majority of remaining directors (even less than a quorum) or sole director, or an election | Same, or an election | Majority of remaining directors or sole director |
| Statute | § 718.112(2)(d)10. | § 720.306(9)(c) | § 719.106(1)(d)6. |
| Documents can change it | Yes ("unless the bylaws provide otherwise") | Yes | Yes |
| Appointee's term | Unexpired term of the seat | Unexpired term, unless documents say otherwise | Unexpired term |
| Appointee's deadline | Written certification + 4-hour course, 1 year before to 90 days after (§ 718.112(2)(d)5.b.) | Education certificate within 90 days (§ 720.3033(1)) | Written certification or education within 90 days (§ 719.106(1)(d)1.b.) |
| Recall vacancies | Separate rules (§ 718.112(2)(l)) | Separate rules (§ 720.303(10)) | Check § 719.106 and counsel |
Manager or lawyer?
Usually manager work (ministerial)
- Collecting the written resignation and filing it.
- Placing the vacancy on a board agenda and sending notice.
- Tracking the appointee's certification or education deadline.
- Coordinating bank, portal, and key handoffs.
Call association counsel when…
- The resignation is ambiguous, conditional, or later "withdrawn."
- So many directors leave that the board can't act, or none remain.
- The bylaws and the statute seem to point in different directions.
- The proposed appointee may be ineligible, or the vacancy followed a recall.
Interpreting 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)).
Common mistakes
- Treating an angry verbal statement as a final resignation without written confirmation.
- Letting the departing director keep bank or payment-approval access.
- Appointing a replacement by email among directors instead of at a noticed meeting.
- Forgetting the appointee's 90-day certification or education deadline.
- Assuming the board can't act because it lost its quorum, when the statute lets remaining directors fill the seat.
- Ignoring a bylaw that requires an owner election to fill vacancies.
Frequently asked questions
Can a resignation be effective on a future date?
Yes. Under § 617.0807, a notice may specify a later effective date. Under § 617.0809, the board may fill that pending vacancy in advance, but the new director doesn't take office until the vacancy actually occurs.
We're down to two of five directors. Can they appoint replacements?
Generally yes. The statutes let the remaining directors fill a mid-term vacancy by majority vote "even if the remaining directors constitute less than a quorum," or let a sole remaining director fill it (§ 718.112(2)(d)10.; § 720.306(9)(c); § 719.106(1)(d)6.). Check the bylaws first, and call counsel if no directors remain.
How long does the appointed director serve?
For the unexpired term of the seat being filled, unless the documents provide otherwise. The seat then goes on the ballot when that term ends.
Does an appointed director need to take the board certification course?
Yes. The condo, HOA, and co-op provisions apply to newly "elected or appointed" directors. Condo appointees need both a written certification and a 4-hour approved course (§ 718.112(2)(d)5.b.); HOA appointees need an education certificate within 90 days (§ 720.3033(1)).
Can a seat become vacant without a resignation?
Yes. A director more than 90 days delinquent is deemed to have abandoned the office (§ 718.112(2)(p); § 720.306(9)(b)), and directors charged with certain crimes must be removed or are suspended (§ 718.112(2)(q); § 720.3033(4); § 719.106(1)(a)2.). Recalls follow their own procedures.
Related resources
- New director orientation guide
- Board meeting checklist
- Association election checklist
- Board meetings compared: condo, HOA, co-op
- Manager or lawyer? Where the line falls
- 2027 compliance calendar
Talk to association counsel
Most resignations are routine, but a wave of departures or a disputed appointment can stall the board at a bad time. If your association needs help filling a vacancy, call Hamilton Mikes, P.A. at 239-594-7227 or reach us through /contact/.
Statutes and authorities referenced
- § 617.0807, Fla. Stat. (resignation of directors)
- § 617.0809, Fla. Stat. (board vacancy)
- § 718.112(2)(d)10., Fla. Stat. (condo vacancies)
- § 718.112(2)(d)5.b., Fla. Stat. (condo director certification and education)
- § 720.306(9)(c), Fla. Stat. (HOA vacancies)
- § 720.3033(1), Fla. Stat. (HOA director education)
- § 719.106(1)(d)6., Fla. Stat. (co-op vacancies)
- § 719.106(1)(d)1.b., Fla. Stat. (co-op director certification)
- § 718.112(2)(p), § 720.306(9)(b), Fla. Stat. (delinquent director deemed to abandon office)