Florida Law · Board Fundamentals · Director Protection

The Business Judgment Rule in Florida: How It Protects HOA & Condo Boards

The business judgment rule is the structural protection that makes volunteer board service feasible in Florida. It is well-developed in case law, paired with codified standards of conduct for nonprofit directors in § 617.0830 and statutory limits on personal liability in § 617.0834, and it operates inside a statutory fiduciary relationship that Chapters 718 and 720 state expressly. The protection is real, but it is conditional. Here is what qualifying for the protection looks like in practice.

Why This Doctrine Matters to Every Florida Director

The business judgment rule (BJR) is the legal doctrine that protects corporate directors — including community-association directors — from personal liability for board decisions that turn out badly. In Florida, the rule operates inside a statutory framework that is explicit about director duty. Sections 718.111(1)(a) and 720.303(1) of the Florida Statutes state that condominium and HOA officers and directors have a fiduciary relationship to the unit owners or members. Section 617.0830 of the Florida Nonprofit Corporation Act (renamed from the Florida Not For Profit Corporation Act by chapter 2026-168, effective July 1, 2026) sets the standards of conduct directors must satisfy: good faith, a reasonable belief that the action serves the corporation’s best interests, and ordinary prudent care when becoming informed and overseeing. Section 617.0834 then limits when a director or officer can be held personally liable for monetary damages. Florida courts have applied business-judgment principles to community-association decisions alongside these statutes.

The doctrine is not magic and it is not automatic. It protects directors who acted in good faith, on an informed basis, and within the scope of their authority. It does not protect fraud, self-dealing, or betrayal of trust, and the statutory liability limits do not reach criminal violations, improper personal benefit, or the forms of willful, reckless, or bad-faith misconduct listed in § 617.0834. Understanding where that line falls is a core part of board literacy in Florida, where the fiduciary baseline is written directly into Chapters 718 and 720.

In Florida, the business judgment rule is a shield for directors who honor the fiduciary relationship — not a defense for directors who don’t.

The Florida Standard: Three Codified Elements

Section 617.0830 of the Florida Statutes sets the standards of conduct for directors of Florida nonprofit corporations, including condominium and HOA associations organized as nonprofit corporations. Section 720.303(1) states expressly that HOA officers and directors “are subject to s. 617.0830,” and § 718.111(1)(d) restates the standard for condominium officers, directors, and agents “[a]s required by s. 617.0830.” As amended effective July 1, 2026, the statute provides that a director:

1. Acts in good faith (§ 617.0830(1)(a));
2. Acts in a manner he or she reasonably believes is in the best interests of the corporation (§ 617.0830(1)(b)); and
3. When becoming informed for a decision or overseeing the corporation’s affairs, exercises the care that an ordinary prudent person in a like position would reasonably believe appropriate under similar circumstances (§ 617.0830(2)).

Subsections (3) through (5) address reliance on others, and subsection (6) provides that a director is not a trustee with respect to the corporation or its property. Before July 1, 2026, § 617.0830(4) also contained an express liability shield — a director was not liable for any action or failure to act if the director performed the duties of the office in compliance with the section. The 2026 rewrite removed that sentence from § 617.0830. The statutory limit on personal liability now sits in § 617.0834, which provides that a director or officer is not personally liable for monetary damages for any statement, vote, decision, or failure to act unless the director or officer breached or failed to perform his or her duties and the breach constitutes one of the categories listed there: a violation of criminal law (subject to a reasonable-cause exception), a transaction from which the director derived an improper personal benefit, conscious disregard for the best interest of the corporation or willful or intentional misconduct (in suits by or for the corporation or a member), or recklessness or bad-faith, malicious, or wanton conduct (in suits by others). For condominiums, § 718.111(1)(d) ties director, officer, and agent liability to the same § 617.0834 categories.

What “Good Faith” Means

Good faith is about motivation. In general usage, a director acts in good faith when the director acts with honesty of intention, without self-dealing, and without intent to harm the association or to advance an improper purpose. The statute also gives one concrete marker: under § 617.0830(3) and (4), the right to rely on others is available only to “a director who does not have knowledge that makes reliance unwarranted.” A decision that turns out poorly is not, by itself, evidence of bad faith. A decision driven by retaliation, personal benefit, or improper purpose is a different matter.

What “Ordinary Prudent Care” Means

The care element in § 617.0830(2) is framed around two activities: becoming informed in connection with a decision, and devoting attention to oversight. Practices commonly associated with ordinary prudent care for Florida community-association directors include:

• Reading the board packet before the meeting.
• Asking questions about matters the director does not fully understand.
• Seeking and relying on advice from qualified professionals when the matter requires expertise the director lacks (legal counsel, CPA, structural engineer, reserve specialist, insurance broker).
• Considering the relevant information — including dissenting views — before voting.
• Declining to act on hallway gossip, social-media commentary, or unverified information.

The standard is not perfection. The statute measures care against an “ordinary prudent person in a like position,” not an expert, and it expressly entitles directors to rely on qualified officers, employees, professionals, and committees under § 617.0830(3)–(5). A director who reads the materials, attends the meeting, asks reasonable questions, and votes thoughtfully is building the kind of record the standard contemplates.

What “Reasonable Belief in the Best Interests” Means

This element ties motivation to substance. The statute asks what the director “reasonably believes” — so a subjective belief that the decision serves the association is necessary but not sufficient; the belief must be reasonable on the facts before the director. A director who voted to award a contract without reading the proposal has little basis for a reasonable belief that the decision served the association’s interest. A director who reviewed multiple proposals, evaluated them against criteria, and selected the best fit has a much stronger one. The element is part subjective (the belief) and part objective (the reasonableness).

The Florida Fiduciary Overlay

Florida’s community-association statutes state the fiduciary relationship in so many words. Section 718.111(1)(a) provides that “[t]he officers and directors of the association have a fiduciary relationship to the unit owners.” Section 720.303(1) provides that “[t]he officers and directors of an association are subject to s. 617.0830 and have a fiduciary relationship to the members who are served by the association.” Many corporate statutes leave the fiduciary character of the director’s role to case law; Chapters 718 and 720 make it explicit.

The explicit language matters in two practical respects. First, it frames every board decision as one made on behalf of the owners, which puts conflicts of interest and self-interested decisions at the center of any review. Second, it gives owners a clear statutory reference point for breach-of-fiduciary-duty claims. The BJR, together with the liability limits in § 617.0834, remains the structural defense to those claims — but the explicit fiduciary relationship raises the stakes of how each consequential decision is made and documented.

The Florida Common-Law Tradition

Florida appellate courts have used business-judgment language in community-association cases since at least the early 1980s, before the 1990 enactment of § 617.0830. The cases below are among those most often discussed in Florida board education.

Tiffany Plaza Condominium Ass’n v. Spencer (Fla. 2d DCA 1982)

In Tiffany Plaza Condominium Association, Inc. v. Spencer, 416 So. 2d 823 (Fla. 2d DCA 1982), six owners sought exemption from an assessment for a rock revetment to protect the beachfront common element, relying on a declaration clause that relieved non-consenting owners of the initial cost of alterations and improvements. The Second District reversed a ruling for the owners, holding that the clause did not relieve an objecting owner of the pro rata cost of an alteration or improvement reasonably necessary for maintenance, repair, or replacement of a common element: “If, in the good business judgment of the association, such alteration or improvement is necessary or beneficial in the maintenance, repair or replacement of the common elements, all unit owners should equally bear the cost as provided in the declaration, bylaws and statutes.” The court expressly did not decide whether the revetment was in fact necessary and sent that question back to the trial court. Tiffany Plaza is an early Florida example of courts framing association decisions about common-element work in terms of the association’s business judgment.

Cottrell v. Thornton (Fla. 2d DCA 1984)

In Cottrell v. Thornton, 449 So. 2d 1291 (Fla. 2d DCA 1984), the board of a campground condominium restored three common elements — the canal system, the roadway system, and the swimming pool — and specially assessed more than $600 against each unit owner without a membership vote. The Second District affirmed a judgment approving the board’s action, applying Tiffany Plaza. The court treated the work as necessary repair rather than a material alteration or substantial addition requiring owner approval, noting that the trier of fact had found the action was required to protect the pool, roads, and canals from further damage, and that a necessary repair does not become a material alteration merely because it is expensive.

Garcia v. Crescent Plaza Condominium Ass’n (Fla. 2d DCA 2002)

In Garcia v. Crescent Plaza Condominium Association, Inc., 813 So. 2d 975 (Fla. 2d DCA 2002), a commercial condominium association leased three common-element parking spaces, for a nominal fee, to a business owned by the association’s president after that business had blocked the spaces with a cooler. The trial court granted summary judgment for the association on business-judgment grounds. The Second District reversed. It recognized that the business judgment rule protects the board’s good-faith business decisions, but only so long as the association acts in a reasonable manner, and held that the record did not establish as a matter of law that the association’s action was reasonable. Garcia illustrates that the protection depends on reasonableness, and that reasonableness can be a disputed question of fact — particularly where an insider benefits from the decision.

Sonny Boy, L.L.C. v. Asnani (Fla. 5th DCA 2004)

In Sonny Boy, L.L.C. v. Asnani, 879 So. 2d 25 (Fla. 5th DCA 2004), a unit owner sued individual directors for breach of fiduciary duty for failing to cause the association to maintain and repair common elements. The Fifth District affirmed judgment on the pleadings for the directors, stating that “absent fraud, self-dealing and betrayal of trust, directors of condominium associations are not personally liable for the decisions they make in their capacity as directors.” The court described Florida’s business judgment rule as meaning that directors’ decisions “will not be questioned unless there is a showing of fraud, self-dealing, dishonesty or incompetency” (quoting Perlow v. Goldberg, 700 So. 2d 148 (Fla. 3d DCA 1997)), and pointed to §§ 617.0834(1) and 607.0831(1) as statutory insulation for directors. The court also discussed § 718.303(1)(d), which authorizes actions against “[a]ny director who willfully and knowingly fails to comply with these provisions” — the chapter, the declaration, and the association’s governing documents. One judge dissented. Sonny Boy is frequently discussed as a statement of the protection’s scope for condominium directors.

Hollywood Towers Condominium Ass’n v. Hampton (Fla. 4th DCA 2010)

In Hollywood Towers Condominium Association, Inc. v. Hampton, 40 So. 3d 784 (Fla. 4th DCA 2010), the association sought an injunction to access a unit owner’s interior to repair corroding balcony concrete. The association’s inspector recommended interior work; the owner’s engineer concluded it was unnecessary, and the trial court denied the injunction after questioning whether the repair was necessary. The Fourth District reversed and remanded. It adopted the rule of judicial deference from Lamden v. La Jolla Shores Clubdominium Homeowners Ass’n: a court defers to an association’s maintenance decision if it falls within the association’s authority and is reasonable — “not arbitrary, capricious, or in bad faith.” The trial court’s error was asking whether the work was necessary rather than whether the association’s decision was reasonable. Hollywood Towers is a deference case, a close cousin of the business judgment rule rather than an application of § 617.0830, and it sent the dispute back for the correct standard to be applied; it did not itself rule for the association on the merits.

Reading the Cases Together

Taken together, these decisions point in a consistent general direction. Courts in these cases asked whether the decision was within the association’s authority, whether it was reasonable, and whether it was tainted by fraud, self-dealing, or bad faith — not whether the court would have chosen differently. Garcia shows that reasonableness is not presumed where the record leaves it in genuine dispute, and the insider benefit in that case is the kind of fact that draws scrutiny. In general terms, the record a board creates — minutes, professional advice, the alternatives considered — is what any later review of the decision will examine.

What Defeats the Business Judgment Rule in Florida

The protection is robust but not absolute. Florida case law and the Florida statutes identify several categories of conduct that fall outside the rule or outside the statutory liability limits:

The Burden Structure: Why the BJR Is a Powerful Defense

In general terms, the BJR works in the board’s favor by shifting the focus from whether the decision was wise to whether one of the defeating conditions is present. Under Sonny Boy, directors’ decisions “will not be questioned unless there is a showing of fraud, self-dealing, dishonesty or incompetency,” and the court affirmed judgment for the directors because the complaint alleged a failure to maintain common elements without alleging facts amounting to fraud, self-dealing, or unjust enrichment. Section 617.0834 similarly conditions personal monetary liability on both a breach of duty and one of its listed categories. An owner challenging a board decision therefore generally needs more than disagreement with the substantive choice. Commentators have noted that the “presumption” language often used to describe the rule is better understood as a substantive rule of director liability than as a classic evidentiary presumption.

The rule is not unconditional. Garcia reversed a summary judgment for an association because reasonableness was a disputed fact question, and the statutes carve out the categories listed above. Two recurring themes in this area are documented conflicts of interest (self-dealing without compliance with § 718.3027 or § 720.3033) and documented failures of process (no minutes, no professional advice, no deliberation, no factual basis for the decision). The BJR works best for directors who created a record.

The Interaction with the Statutory Fiduciary Duty

A common source of confusion in Florida is the interaction between the standards of conduct in § 617.0830, the liability limits in § 617.0834, and the explicit fiduciary relationship in §§ 718.111(1)(a) and 720.303(1). All apply. The fiduciary relationship frames what the director owes; § 617.0830 describes the conduct expected; the BJR and § 617.0834 address when a director can be personally liable. They are commonly analyzed together along these lines:

• Compliance with § 617.0830 (good faith, reasonable belief in best interests, ordinary prudent care when becoming informed and overseeing) corresponds to the care side of the fiduciary relationship.
• Compliance with the conflict-of-interest procedures in § 718.3027 or § 720.3033 and § 617.0832 corresponds to the loyalty side.
• Acting within the authority granted by the declaration, bylaws, and statute keeps the decision inside the zone where courts defer to the board.

Where one of these is missing, the BJR does not paper over the breach. Where all three are present, the BJR offers its strongest protection against second-guessing of the substantive decision.

Practical Scenarios: When the BJR Holds and When It Doesn’t

The hypotheticals below illustrate how the general framework is usually discussed. They are educational patterns, not predictions about any actual dispute.

Scenario 1: A Vendor Goes Bad

The board selects a landscape contractor after reviewing three proposals and considering references. Eighteen months later, the contractor’s work has deteriorated and several owners file complaints. Owner litigation alleges the board breached its duty of care. Framework notes: The board reviewed proposals, considered references, and voted on the record — the conduct § 617.0830 describes. Later poor performance by a vendor is not, by itself, fraud, self-dealing, or betrayal of trust, which are the exceptions Sonny Boy identifies, and it is not one of the § 617.0834 categories. This is the fact pattern the protection is designed for.

Scenario 2: A Vote Without Preparation

The board approves a $215,000 amenity-renovation contract at a meeting where only the president has reviewed the proposals. The other directors vote yes without seeing the documents. Owner litigation alleges the decision was uninformed. Framework notes: Directors who voted without preparation have a weak basis to show the care § 617.0830(2) describes for becoming informed, or a reasonable belief under § 617.0830(1)(b). The president, who did review the materials, may be in a different position. Uninformed action, rather than bad faith, is a common way the protection comes under pressure.

Scenario 3: A Director’s Spouse’s Company Gets the Contract

The board awards an HVAC service contract to a company owned by a director’s spouse. The director participated in the discussion and the vote, with limited disclosure under § 718.3027. Framework notes: This is a conflict-of-interest pattern. Section 718.3027(1) creates a rebuttable presumption of a conflict when a director or a relative contracts with the association without prior notice, and § 718.3027(2) calls for the proposed activity and its documents to be attached to the meeting agenda, compliance with § 617.0832, approval by two-thirds of all other directors present, and disclosure to the members at their next meeting, where the contract may be canceled by a majority vote of the members present. Under § 718.3027(5), a contract with a director or relative that was not properly disclosed is voidable and terminates on the filing of a written notice with the board containing the consent of at least 20 percent of the voting interests. This is the “self-dealing” pathway Sonny Boy names as an exception to director protection.

Scenario 4: A SIRS-Driven Special Assessment

The board levies a substantial special assessment to fund SIRS-required reserves and structural-integrity work, based on a licensed engineer’s report and a milestone inspection finding. The board followed Chapter 718’s notice and meeting procedures and documented its decision in minutes. Owners challenge, alleging the board acted unreasonably. Framework notes: The board followed statutory procedure, relied on qualified professional advice as § 617.0830(4)–(5) contemplates, and acted to preserve the common elements. The fact pattern resembles Cottrell, where repairs found necessary to protect common elements from further damage were upheld without an owner vote, and the reasoning in Tiffany Plaza on sharing the cost of necessary common-element work.

Scenario 5: A Decision Outside the Board’s Authority

The board adopts a rule prohibiting all leasing in the community without following the declaration’s amendment procedure. A unit owner sues. Framework notes: Where the declaration requires member approval for a change of this scope, the question is one of authority, not judgment. Deference tests such as the one applied in Hollywood Towers begin with whether the decision falls within the association’s authority, so a rule adopted outside that authority does not get the benefit of deference. Changes of this kind are typically pursued through the amendment process the documents and statute provide.

Scenario 6: A Records-Request Refusal

The board refuses to provide records lawfully requested under § 718.111(12). Litigation follows under the statute’s enforcement provisions. Framework notes: The BJR is a director-liability doctrine. It does not relieve the association of compliance obligations under specific statutory regimes like the records statute, and willful noncompliance is addressed separately (for example, § 718.303(1)(d) for directors who willfully and knowingly fail to comply). The board’s decision-making process is not the central question; statutory compliance is.

Practices Associated with Reliably Qualifying for the Protection

1. Written board-meeting procedures. Boards commonly distribute materials in advance, deliberate on the record, and document votes with a brief rationale.
2. Director orientation on the § 617.0830 standards. Many boards make “good faith, reasonable belief in best interests, ordinary prudent care” part of new-director orientation, alongside the director-education requirements added in 2024 by HB 1021 (condominiums) and HB 1203 (HOAs).
3. Use of qualified professionals. Boards commonly engage counsel, a CPA, an engineer, a reserve specialist, or an insurance broker for matters requiring expertise. Reliance on such persons is expressly addressed in § 617.0830(4) and (5)(b).
4. Minutes that capture the deliberative path. Not just the motion and vote — the discussion, the alternatives considered, the professional advice received. Minutes are official records under § 718.111(12) (condo) and § 720.303(4) (HOA), with owner inspection rights under § 720.303(5); they are the record any later review examines.
5. Conflict-of-interest procedures. Boards commonly use annual disclosures and written recusal procedures built around § 718.3027 (condo) or § 720.3033 (HOA) and § 617.0832.
6. Confirming authority before acting. Checking the declaration, bylaws, and applicable statute before consequential decisions addresses the authority question that deference tests ask first.
7. Statutory procedure. Notice, agenda, voting, recording, and post-meeting requirements under §§ 718.112 and 720.303 are a separate compliance layer that the BJR does not cover.
8. D&O coverage as a complement. The BJR and § 617.0834 are substantive defenses; directors’ and officers’ insurance is the contractual mechanism that typically funds the cost of asserting them. Coverage terms vary and are a matter for the association’s insurance professionals.
9. Periodic board self-assessment. Some boards review their practice against the standard once a year, which also creates a record of attention to oversight.

Frequently Asked Questions

Does the business judgment rule apply to both condominium and HOA boards in Florida?

Generally, yes. Section 720.303(1) expressly makes HOA officers and directors subject to § 617.0830, and § 718.111(1)(d) restates the same standard for condominium officers, directors, and agents “as required by s. 617.0830.” The case law discussed above arose mainly in condominiums, and the fiduciary language in § 718.111(1)(a) (condo) and § 720.303(1) (HOA) is parallel.

Does the rule protect the board’s decisions about which violations to enforce?

Enforcement choices are board decisions, and directors making them are held to the same § 617.0830 standards of good faith, reasonable belief, and care. Owners facing enforcement sometimes raise selective or inconsistent enforcement as a defense, which is one reason boards commonly document the basis for enforcement decisions. Nothing in the BJR excuses enforcement actions that violate the Fair Housing Act, the Florida Civil Rights Act, or the procedural requirements in Chapter 718 or 720.

What if directors disagree about whether a decision satisfies the rule?

The § 617.0830 standards and the § 617.0834 liability limits are written in terms of each director’s own conduct. A director who voted with preparation may stand in a different position from directors who did not. Accurate minutes that reflect attendance, the materials considered, and the substance of any dissent help show each director’s level of engagement.

Does the rule protect the association from DBPR enforcement action?

The DBPR enforces statutory compliance under Chapter 718 (and other authorities); the BJR is a director-liability doctrine in civil litigation. A DBPR enforcement matter typically turns on statutory compliance facts, not on the board’s decision-making process, so the BJR has little role in that setting.

Does the rule apply if the association is not incorporated?

Section 617.0830 applies to nonprofit corporations. Section 720.303(1) requires HOAs to be incorporated, and § 718.111(1)(a) requires condominium associations to be Florida corporations (for profit or not for profit), with an exception for certain associations existing before 1977. Where an unincorporated association exists, the codified standard does not apply by its terms, and the question is one for the association’s counsel.

Does reasonable reliance on the community association manager qualify?

Section 617.0830 does not mention managers by name. It entitles a director who lacks knowledge making reliance unwarranted to rely on information, reports, and statements from, among others, officers or employees of the corporation whom the director reasonably believes reliable and competent (§ 617.0830(5)(a)) and “legal counsel, public accountants, or other persons retained by the corporation” as to matters within their professional or expert competence (§ 617.0830(5)(b)). A manager employed by the association may fit the first category, and a contracted manager or management firm may fit the second as to matters within its competence; § 617.0830(3) similarly addresses reliance on such persons’ performance of delegated functions. Reliance supports the care element, but the board still makes the decisions the governing documents and statutes assign to it.

What if the board votes unanimously?

Unanimity is not itself protective. The protection depends on whether each director acted in good faith, with a reasonable belief that the decision served the association, and with ordinary prudent care in becoming informed. A unanimous vote among directors who did not read the materials does not supply what the individual directors lacked.

How does the rule interact with D&O insurance?

D&O policies typically pay defense costs and covered losses for claims against directors, subject to their terms and exclusions. The BJR and § 617.0834 are the substantive legal protections; D&O is the contractual financial protection. They work together: the legal protections are the defense, and the policy typically funds it.

Did the 2024 and 2025 condo and HOA reform laws change the BJR?

No. The 2024 laws — HB 1021 (ch. 2024-244, condominiums and cooperatives, including condominium director education) and HB 1203 (ch. 2024-221, HOAs, including HOA director education and website document-posting requirements) — and the 2025 condominium law, HB 913 (ch. 2025-175, signed June 23, 2025), did not amend § 617.0830 or alter the common-law BJR. They did expand procedural, education, and recordkeeping obligations that bear on the procedural integrity of board decisions. Separately, § 617.0830 and § 617.0834 were both rewritten by chapter 2026-168 (CS/CS/HB 797), effective July 1, 2026, as part of a broader overhaul of Chapter 617; that is the change that moved the express liability language out of § 617.0830.

Key Takeaways

• The Florida business judgment rule rests on the standards of conduct in § 617.0830, the liability limits in § 617.0834, and a common-law tradition that includes Tiffany Plaza, Cottrell, Garcia, and Sonny Boy, with Hollywood Towers applying the related Lamden deference test to association maintenance decisions.
• The codified standards have three elements: good faith (§ 617.0830(1)(a)), reasonable belief in the corporation’s best interests (§ 617.0830(1)(b)), and ordinary prudent care when becoming informed and overseeing (§ 617.0830(2)). Since July 1, 2026, the statutory limit on personal monetary liability is in § 617.0834, not § 617.0830(4).
• Florida community-association officers and directors operate inside an explicit statutory fiduciary relationship under § 718.111(1)(a) (condo) and § 720.303(1) (HOA). The BJR operates inside that fiduciary frame; it does not override it.
• Sonny Boy v. Asnani names fraud, self-dealing, and betrayal of trust as the conduct that defeats director protection. Section 617.0834 adds criminal violations, improper personal benefit, conscious disregard or willful misconduct, and recklessness or bad faith; § 718.303(1)(d) reaches condominium directors who willfully and knowingly fail to comply; and action outside the board’s authority or without becoming informed undermines the protection.
• Reliance on qualified officers, employees, professionals, and committees is expressly addressed in § 617.0830(3)–(5) and supports the care element.
• Under Sonny Boy, directors’ decisions are not questioned absent a showing of fraud, self-dealing, dishonesty, or incompetency — but Garcia shows that reasonableness can be a fact question, especially where an insider benefits.
• The BJR is one of several overlapping protections: the § 617.0834 liability limits, indemnification under the governing documents and statute, and D&O coverage. Each is independent.
• The rule works through procedure: clean minutes, prepared directors, documented deliberation, compliance with conflict-of-interest statutes, and adherence to the statutory framework. The protection is only as strong as the record.

References & Sources

1. Fla. Stat. § 617.0830 (2026) — General Standards for Directors (Florida Nonprofit Corporation Act), as amended by s. 50, ch. 2026-168.
2. Fla. Stat. § 617.0834 (2026) — Liability of Directors and Officers, as amended by s. 52, ch. 2026-168.
3. Fla. Stat. § 718.111 — The Association (including (1)(a) fiduciary relationship, (1)(d) standard of conduct and liability, and (12) official records).
4. Fla. Stat. § 718.112 — Bylaws (meeting and voting procedure).
5. Fla. Stat. § 718.303 — Obligations of Owners and Occupants; Remedies (including (1)(d)).
6. Fla. Stat. § 718.3027 — Conflicts of Interest (condominium).
7. Fla. Stat. § 720.303 — Association Powers and Duties (including (1) fiduciary relationship, (4) official records, and (5) inspection and copying of records).
8. Fla. Stat. § 720.3033 — Officers and Directors (including (2) conflicts of interest) (HOA).
9. Tiffany Plaza Condominium Association, Inc. v. Spencer, 416 So. 2d 823 (Fla. 2d DCA 1982).
10. Cottrell v. Thornton, 449 So. 2d 1291 (Fla. 2d DCA 1984).
11. Garcia v. Crescent Plaza Condominium Association, Inc., 813 So. 2d 975 (Fla. 2d DCA 2002).
12. Sonny Boy, L.L.C. v. Asnani, 879 So. 2d 25 (Fla. 5th DCA 2004).
13. Hollywood Towers Condominium Association, Inc. v. Hampton, 40 So. 3d 784 (Fla. 4th DCA 2010) (No. 4D09-383, June 23, 2010).
14. Florida HB 1021 (2024), ch. 2024-244 — Community Associations (condominium and cooperative amendments, including director education).
15. Florida HB 1203 (2024), ch. 2024-221 — Homeowners’ Associations (including director education).
16. Florida HB 913 (2025), ch. 2025-175 — Condominium and Cooperative Associations (approved by the Governor June 23, 2025).
17. Florida HB 797 (2026), ch. 2026-168 — Nonprofit Corporations (overhaul of Chapter 617, effective July 1, 2026).
18. Common Interest Community Standards Council, CICSC Governance Standard GOV-009 — The Business Judgment Rule — Texas and Florida.

Related Resources & Additional Reading from the CIC-SC Library

• The Business Judgment Rule in Texas — How It Protects HOA & Condo Boards (companion article)
• Florida Chapter 718 — Condominium Act Overview for Board Members
• Florida Director Conflict of Interest — §§ 718.3027 and 720.3033 Explained
• Florida Condominium Board Election Process Under § 718.112(2)(d)
• Directors & Officers (D&O) Insurance — What It Covers and What It Doesn’t
• HOA Records Retention Policy: Florida Under § 718.111(12) and § 720.303(5)
• Emergency Board Meetings in Florida — When They Are Allowed and How to Call One
• The Volunteer Board Member: What the Role Actually Is

Tags: Florida business judgment rule · § 617.0830 · § 617.0834 · § 718.111(1) · § 720.303(1) · fiduciary duty · director liability · good faith · ordinary prudent care · self-dealing · ultra vires · Sonny Boy v. Asnani · Tiffany Plaza · Garcia v. Crescent Plaza · Florida community association

CICSC provides governance education and standards guidance only. This content does not constitute legal advice, accounting advice, or professional services of any kind. Boards and associations should consult qualified legal counsel for matters requiring professional judgment or interpretation specific to their association.

Disclaimer. This article is published by the Common Interest Community Standards Council for educational and informational purposes only. It is not legal advice and does not establish an attorney-client relationship. Statutory and case-law references are intended to support informed governance, not to substitute for advice from qualified Florida legal counsel. The application of the business judgment rule, the standards in § 617.0830, the liability limits in § 617.0834, and the statutory fiduciary relationship in §§ 718.111(1) and 720.303(1) to specific decisions depends on the particular facts and the current state of Florida law and Florida appellate precedent. Statutes cited reflect the 2026 Florida Statutes. CIC-SC, its authors, and its members assume no liability for actions taken in reliance on this content.