North Dakota HOA Election Rules: Common Mistakes Boards Make

North Dakota HOA Election Rules: Common Mistakes Boards Make

North Dakota has no state statute that establishes mandatory election procedures for homeowner associations. Your association's authority to conduct elections flows entirely from your declaration of covenants, bylaws, and articles of incorporation. This absence of state law creates flexibility but also exposes your board to disputes when your governing documents contain gaps or when your election process deviates from what your bylaws require.

Because North Dakota does not regulate HOA elections at the state level, the North Dakota Attorney General's office has no formal authority to investigate election disputes. When members challenge election results, the matter typically proceeds through small claims court or district court as a contract dispute. This makes clear documentation of your election process critical.

The Five Most Common Election Mistakes

North Dakota boards repeat the same procedural errors year after year. These mistakes stem from incomplete governing documents, informal election practices, and the mistaken belief that state law will fill the gaps in your bylaws.

Mistake One: No Written Notice Timeline

Your bylaws likely require written notice of the annual meeting, but many boards fail to specify how many days in advance that notice must be sent. The result is inconsistent practice. Some years the board sends notice 45 days before the meeting. Other years the board sends notice 10 days before. Members who do not receive adequate notice can challenge the validity of the election.

The solution is to review your bylaws now and identify the exact notice requirement. If your bylaws state that notice must be sent 30 days in advance, send it 30 days in advance every year. If your bylaws are silent on notice, amend them to specify a minimum of 21 days written notice. Document the date you mail or email the notice to each member and retain proof of delivery.

A concrete example: the Prairie Creek Homeowners Association in Fargo discovered in 2022 that its bylaws required 30 days written notice of any meeting involving a board election. The board had been sending email notices 14 days in advance for three consecutive years. When a member challenged the 2022 election results, the board faced the prospect of re running the election and incurring legal fees. The association settled by agreeing to update its notice procedure and hold a new vote.

Mistake Two: Undefined Quorum Calculation

Your bylaws establish the quorum threshold for annual meetings, but many associations fail to clarify whether that threshold is based on the total number of units, the total number of members, or the number of members present or represented by proxy. This ambiguity creates confusion on election day.

If your bylaws state that a quorum is 25 percent of members, does that mean 25 percent of all owners or 25 percent of the owners who respond to the notice? Review your governing documents and determine the exact calculation. If your documents are silent, consult your attorney for your specific situation and consider amending the bylaws to specify the formula.

Document your quorum calculation in writing before the meeting. Count the total number of units or members, multiply by the quorum percentage, and record the threshold number. On election day, track attendance and proxies in real time. If you do not reach quorum, adjourn the meeting and reschedule according to your bylaws.

Mistake Three: Accepting Oral or Informal Proxies

Many North Dakota associations allow members to designate a proxy holder by phone call, text message, or verbal statement at the door. This informal approach creates disputes when two people claim to hold the same member's proxy or when a member later denies authorizing the proxy.

Your bylaws likely require that proxies be submitted in writing. Review the exact language. Some bylaws require a notarized proxy form. Others allow a signed letter or email. Establish a standard proxy form that includes the member's name, the proxy holder's name, the date of the meeting, and the member's signature. Require that proxies be submitted at least 24 hours before the meeting starts.

Maintain a proxy log that records the date and time each proxy was received, the name of the submitting member, and the name of the proxy holder. If a member attempts to submit a proxy on the day of the meeting or to change the proxy holder after the meeting starts, refer to your bylaws and apply the rule consistently.

Mistake Four: No Ballot Retention Policy

After the election, many boards discard the ballots within days or weeks. This practice eliminates your ability to verify the results if a member files a challenge. North Dakota courts have no specific statute requiring ballot retention, but common practice in corporate governance is to retain ballots for at least one year after the election.

Create a written ballot retention policy. Store physical ballots in a secure location accessible only to the board president and secretary. If you use electronic ballots, export the results to a PDF and store the file in your association's document archive. Retain the ballots until the next annual election is complete and no disputes are pending.

Document the chain of custody for the ballots. Record who counted them, when they were counted, and where they are stored. This record protects the board if a member later claims the count was inaccurate.

Mistake Five: Allowing Challenged Candidates to Count Ballots

When your board conducts an election, the members who count the ballots must be neutral. Many North Dakota associations allow sitting board members or candidates running for re election to count the ballots. This practice creates a conflict of interest and undermines member confidence in the results.

Appoint an independent election inspector who is not a candidate and has no immediate family member running for the board. If your association is small and finding a neutral member is difficult, consider hiring a third party service or asking a member who is not running and has no financial dispute with the association. The inspector should count the ballots, verify the total against the number of ballots issued, and sign a written statement certifying the results.

Record the inspector's name and contact information in the meeting minutes. Include a statement that the inspector was independent and had no conflict of interest. This documentation protects the board if the results are challenged.

What North Dakota Climate Patterns Mean for Election Turnout

North Dakota experiences some of the most severe winter weather in the continental United States, with average January temperatures in Bismarck and Fargo regularly below zero degrees Fahrenheit. Many associations hold annual meetings in January or February to align with the calendar year, but winter storms reduce attendance and complicate proxy collection.

Consider scheduling your annual meeting in late April or early October when weather is more predictable. If your bylaws lock you into a winter meeting date, offer electronic proxy submission and allow members to vote by mail in ballot. Track weather forecasts in the week before the meeting and prepare to adjourn and reschedule if a blizzard warning is issued.

What You Should Do Now

Pull your association's bylaws, declaration, and articles of incorporation. Read the sections that address annual meetings, quorum, notice requirements, and election procedures. Identify any gaps or ambiguities. Create a written election checklist that includes the date by which you must send notice, the quorum calculation, the ballot form, the proxy form, and the name of the election inspector.

Review your election process with your board at least 90 days before the next annual meeting. Assign one board member to serve as the election coordinator and ensure that every step in the checklist is completed on time. Consult your attorney for your specific situation if your governing documents are silent on any critical procedure.

Manorway's AI assisted platform helps you track election deadlines, store governing documents, and maintain records of ballot counts and proxy submissions. You can create a digital checklist, set reminders for notice deadlines, and generate a complete audit trail of your election process. When your board uses a structured system to manage elections, you reduce the risk of procedural errors and protect the validity of your results.