Texas Law · Meetings & Procedure · Condominiums (Post-1994)

Texas Condominium Meetings Under Chapter 82 (TUCA): A Compliance Guide for Post-1994 Condominium Associations

Texas condominium associations created on or after January 1, 1994, operate under the Texas Uniform Condominium Act (Chapter 82 of the Property Code). Section 82.108 is the principal meetings provision — with a 20% statutory quorum floor, specific special-meeting triggers, and an executive-session framework that differs from the residential-HOA framework most Texas boards know.

Which Texas Condominium Associations Operate Under TUCA?

The Texas Uniform Condominium Act, codified at Chapter 82 of the Property Code (commonly abbreviated “TUCA”), applies to condominium regimes created on or after January 1, 1994. Older condominium regimes — those created before that date — operate under Property Code Chapter 81, the Texas Condominium Act, which has a more limited statutory framework and leans more heavily on the declaration and bylaws.

For modern Texas condominium boards, TUCA is the controlling statutory framework. It addresses condominium formation, governance, finance, common-element use, insurance, and dispute resolution. The meeting and notice provisions in § 82.108 are the operational core for any annual or special meeting of a TUCA condominium association.

TUCA codifies what the declaration leaves implicit and fills the procedural gaps that older condominium documents often did not anticipate.

Section 82.108: The Meetings Framework

Section 82.108 is the principal provision governing meetings of TUCA condominium associations. Its core elements:

Annual Meeting Required

Meetings of the association must be held at least once each year. The annual meeting is the statutory minimum cadence. The declaration and bylaws may require more frequent meetings; they may not require less than annual.

Special Meetings

Unless the declaration provides otherwise, special meetings of the association may be called by:

• The president,
• A majority of the board, OR
• Unit owners holding at least 20 percent of the votes in the association.

The 20% owner-triggered special-meeting right is a distinctive TUCA feature. It gives unit owners a structured way to bring matters before the association without the board’s consent — a substantive minority-protection mechanism. Boards should not assume the right does not exist or can be reduced by the bylaws below 20%.

Notice of Meetings

Notice of an association meeting must be given as provided by the bylaws. If the bylaws do not provide for notice, the statute defaults to the same notice mechanism used for nonprofit corporation members under what was originally Article 2.11 of the Texas Non-Profit Corporation Act — now codified in TBOC § 22.156. The default notice timing is not less than 10 days and not more than 60 days before the meeting, delivered in writing.

Open Meetings

Meetings of the association and the board must be open to unit owners, subject to the right of the board to adjourn and reconvene in closed executive session for specific topics (described below).

Statutory Quorum Floor

Unless the bylaws state otherwise, a quorum for an annual meeting equals at least 20 percent of the votes that may be cast for the election of a board member. The bylaws may not reduce the quorum for an annual meeting below 20 percent. This is one of the most consequential TUCA provisions: it sets a statutory floor that the bylaws cannot override downward.

For Texas condominium associations with absentee owners, vacation-rental units, or seasonal occupancy patterns, achieving the 20% statutory quorum is sometimes a real challenge. The bylaws may need adjourned-and-reconvened meeting provisions, robust proxy use, or absentee voting mechanics to consistently reach the floor.

TUCA Quorum vs. Chapter 209 Quorum: A Material Difference

Texas residential HOAs governed by Chapter 209 do not have a statutory quorum floor — the bylaws control. TUCA condominium associations under Chapter 82 do have a statutory 20% floor that bylaws cannot reduce. Boards transitioning between these contexts should not assume the rules are the same.

Executive Session Under TUCA

Section 82.108 permits the board to adjourn a meeting and reconvene in closed executive session for specific matters. The list largely tracks the framework familiar to HOA boards under § 209.0051:

• Personnel matters.
• Pending or threatened litigation.
• Contract negotiations.
• Enforcement actions (where confidentiality is appropriate at the deliberation stage).
• Confidential attorney-client communications.
• Matters involving the invasion of privacy of individual unit owners.
• Matters that are to remain confidential by request of affected parties and agreement of the board.

The executive-session framework is for deliberation. The vote on any matter must occur in open session, with the action recorded in the minutes. Boards that vote in executive session and emerge with a decision but no open-session vote have a procedural defect.

The Corporate Overlay: TBOC Chapter 22

Most Texas condominium associations are organized as Texas nonprofit corporations under TBOC Chapter 22. The corporate framework supplies the requirements for:

• Notice of meeting (§ 22.156) — written notice 10–60 days before the meeting, including place, date, time, and (for special meetings) purpose.
• Special bylaws affecting notice (§ 22.157) — bylaws can vary the standard notice in defined ways for nonprofits.
• Preparation and inspection of voting-members list (§ 22.158) — alphabetical list after the record date.
• Action by written consent of members (§ 22.160) — permits certain actions without a meeting if signed by sufficient members and filed with the corporation.
• General fiduciary standards for directors (§ 22.221) and director immunity (§ 22.235).

Both Chapter 82 (community-association framework) and Chapter 22 (corporate framework) apply concurrently. Where they overlap on meeting notice, the more specific statutory provision typically controls; on the corporate side, § 22.156 is the default notice rule.

Annual Meeting Calendar for a TUCA Condominium

Special meetings (called by president, majority of board, or 20% of unit owners) follow the same notice framework with appropriate adjustments for the special-meeting purpose.

Voting and Elections

TUCA does not impose election-procedure prescriptions at the level of detail seen in Florida’s § 718.112(2)(d) (40/35/14-34 day timeline, no-proxy rule, mandatory written ballot). Texas condominium associations have more flexibility, with the bylaws controlling the specific election mechanics:

• In-person voting at the annual meeting is permitted.
• Proxy voting is permitted if authorized by the bylaws and consistent with TBOC.
• Mailed-ballot voting is permitted if the bylaws authorize it.
• Electronic voting is permitted under TBOC and the corporate framework if the bylaws authorize it.
• Action by written consent under TBOC § 22.160 is available in some circumstances without a meeting.

The bylaws should specify the voting method(s) permitted. Mixed methods are common in larger Texas condominium associations.

Records Access for TUCA Condominium Associations

Records access for TUCA condominium associations is addressed in § 82.114 of the Property Code. The provisions parallel the Chapter 209 records framework with condominium-specific elements. Records that must be maintained generally include:

• The recorded declaration of condominium with amendments.
• The bylaws and articles of incorporation with amendments.
• Current rules and policies.
• Minutes of board, member, and committee meetings.
• Financial records and tax filings.
• Insurance policies.
• Contracts.
• Owner roster.
• Reserve studies and capital project records.

The condominium-specific records framework operates alongside TBOC § 22.351 (corporate books and records). Boards should maintain records consistent with both frameworks and the longer retention period where they diverge.

Meeting Conduct: A Defensible TUCA Annual Meeting

1. Call to order by the president.
2. Quorum verification. Confirm the 20% statutory floor (or higher bylaw quorum) is reached. If not, adjourn per the bylaws’ reconvene procedure.
3. Approval of prior annual meeting minutes by the membership.
4. President’s report.
5. Treasurer’s report — year-end financials, reserve status, assessment outlook.
6. Manager’s report (if applicable).
7. Committee reports (ARC, finance, social, others).
8. Director elections (if scheduled per the bylaws’ staggered-term structure).
9. Substantive member votes (if any) — declaration amendments, special assessments above thresholds, rule ratifications.
10. Owner forum.
11. Announcement of results.
12. Adjournment.

Why This Matters

The 20% statutory quorum is the highest-stakes TUCA procedural rule. Boards that proceed to substantive business without reaching the floor produce invalid action regardless of how reasonable the underlying decisions are. Quorum management is a structural priority — not an afterthought.

The 20% owner-triggered special-meeting right is real. Unit owners can call special meetings of the association without board consent. Boards that try to suppress or delay 20% owner petitions create exposure and accelerate the very disputes the petitions are intended to address.

TUCA procedural defects produce litigation. Texas condominium owners are increasingly sophisticated about procedural challenges to board decisions. The TUCA framework is well-developed and well-litigated; sloppy compliance produces visible adverse outcomes.

The corporate overlay matters. TBOC § 22.156 / § 22.158 / § 22.160 apply alongside § 82.108. Boards that focus only on the condominium statute and miss the corporate framework create separate procedural exposure.

Best Practices for TUCA Annual Meetings

1. Confirm Chapter 82 applicability. If the condominium regime was created on or after January 1, 1994, TUCA applies. Older regimes operate under Chapter 81 — see the CIC-SC article on that framework.
2. Manage quorum as a structural priority. Track expected attendance well in advance. Use proxy and absentee mechanisms (where bylaws permit) to consistently reach 20%.
3. Plan for the 20% owner-triggered special meeting. The right exists; the board cannot suppress it. Designing the response in advance (notice cycle, agenda framing, communication strategy) reduces friction when an owner petition arrives.
4. Use the executive-session framework appropriately. Specific statutory categories only; deliberate in private, vote in open.
5. Maintain the voting-members list under TBOC § 22.158. Prepared after record date, alphabetical, available for inspection.
6. Build a written meeting calendar. Notice mailed at 30–45 days; record date; voting-members list; meeting day; post-meeting actions.
7. Document everything. Notice with delivery proof; sign-in sheets; quorum determination; ballots and proxies; minutes with detail.
8. Read your declaration and bylaws. TUCA provides the framework; the documents supply the specific procedural details for your association.

Common Procedural Failures

Frequently Asked Questions

Our condominium was created in 1990. Does TUCA apply?

Generally no. TUCA applies to condominium regimes created on or after January 1, 1994. Pre-1994 condominium regimes operate under Chapter 81. Some provisions of TUCA may apply to older condominiums by election or by specific statutory cross-reference; confirm with counsel.

Can we set the annual meeting quorum at 10% to make it easier to reach?

No. Section 82.108 establishes a 20% statutory floor that bylaws cannot reduce. The bylaws may set a higher quorum (e.g., 33%) but not lower.

What happens if we cannot reach the 20% statutory quorum?

The meeting cannot conduct substantive business. The bylaws should provide for adjournment and reconvening with appropriate notice. Some bylaws permit reduced quorum at the reconvened meeting; the bylaws control. Persistent quorum failures may signal a need for better outreach, proxy mobilization, or bylaw amendment.

Can unit owners really call a special meeting without the board?

Yes, under § 82.108. Unit owners holding at least 20% of the votes in the association may call a special meeting, unless the declaration provides otherwise. The board should not view this as adversarial; it is a statutory minority-protection mechanism.

Do we have to give 10 days’ notice or 60 days’ notice?

Notice must be given not less than 10 days and not earlier than 60 days before the meeting, per the default rule that operates when the bylaws do not specify. The bylaws may specify within the statutory range; many TUCA condominium bylaws set notice at 30 or 45 days.

Can we hold the TUCA annual meeting virtually?

Yes, subject to the open-meeting and accessibility requirements. The notice must include connection instructions; unit owners must have actual access. See the CIC-SC article Virtual and Electronic Board Meetings in Texas.

How do we handle director elections under TUCA?

TUCA does not impose the level of election-procedure detail seen in Florida’s Chapter 718. The bylaws control the specific election mechanics: ballot procedure, candidate solicitation (more than 100 lots brings in § 209.00593 candidate-solicitation rules, but that section is HOA-focused; TUCA condominiums of comparable size should establish equivalent fairness procedures by bylaw), tabulation, and announcement.

Can proxies be used in a TUCA condominium election?

Yes, generally, unless the bylaws prohibit them. Texas allows proxy use in condominium elections, unlike Florida condominium elections under § 718.112(2)(d) where proxies are prohibited.

How long should we keep meeting records?

Per § 82.114 and TBOC § 22.351, meeting minutes and association records should be maintained for the statutory retention period (typically 7 years minimum; permanent for governing documents and key financial records). Best practice is electronic storage with cloud backup.

Key Takeaways

• TUCA (Chapter 82) applies to Texas condominium regimes created on or after January 1, 1994. Older regimes operate under Chapter 81.
• Section 82.108 sets a 20% statutory quorum floor for the annual meeting that bylaws cannot reduce.
• Unit owners holding 20% of votes can call special meetings of the association — a structural minority-protection right.
• Notice timing: 10 to 60 days before the meeting (per bylaws or, by default, per TBOC § 22.156).
• Meetings of the association and the board must be open to unit owners, subject to the executive-session framework for specific categories.
• The corporate overlay under TBOC Chapter 22 applies concurrently: § 22.156 (notice), § 22.158 (voting-members list), § 22.160 (action by written consent), § 22.221 (director duties), § 22.235 (immunity).
• TUCA gives Texas condominium associations more election-procedure flexibility than Florida’s Chapter 718; the bylaws control the specific election mechanics.
• Records access under § 82.114 operates alongside the corporate-records framework in TBOC § 22.351.

References & Sources

1. Common Interest Community Standards Council, Fundamentals of Association Management — chapter on Texas Condominium Governance Under TUCA.
2. Texas Property Code Chapter 82 — Texas Uniform Condominium Act.
3. Texas Property Code § 82.108 — Meetings.
4. Texas Property Code § 82.114 — Records (companion records framework).
5. Texas Property Code § 82.002 — Applicability (Chapter 82 applies to condominium regimes created on or after January 1, 1994).
6. Texas Business Organizations Code § 22.156 — Notice of Meeting.
7. Texas Business Organizations Code § 22.157 — Special Bylaws Affecting Notice.
8. Texas Business Organizations Code § 22.158 — Preparation and Inspection of List of Voting Members.
9. Texas Business Organizations Code § 22.160 — Action by Written Consent of Members.
10. Texas Business Organizations Code § 22.221 — General Standards for Directors.
11. Texas Business Organizations Code § 22.235 — Liability of Directors and Officers.
12. Texas Business Organizations Code § 22.351 — Books and Records.
13. Texas State Law Library, Property Owners’ Associations Research Guide — Condominium framework summary.

Related Resources & Additional Reading from the CIC-SC Library

• Texas Pre-1994 Condominium Meetings Under Chapter 81
• Texas Annual Member Meeting Compliance: With Director Election (Chapter 209)
• Texas Annual Member Meeting Compliance: Without Director Election (Chapter 209)
• Texas Open Meetings Requirements Under § 209.0051 (analogous HOA framework)
• Virtual and Electronic Board Meetings in Texas
• Texas Business Organizations Code Chapter 22 — What HOA & Condo Boards Must Know
• HOA Records Retention Policy — Texas Under § 209.005 (Chapter 82 has parallel provisions in § 82.114)
• The Business Judgment Rule in Texas
• Board Member Onboarding Toolkit — A Director’s First 90 Days

Tags: Texas TUCA · Chapter 82 · § 82.108 · 20% statutory quorum · post-1994 condominium · executive session · owner-triggered special meeting · TBOC § 22.156 · § 22.158 · § 22.160 · § 82.114 records

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 references and procedural frameworks are intended to support informed governance, not to substitute for advice from qualified Texas legal counsel. Boards and managers should consult their association’s attorney about the application of any statute, governing-document provision, or meeting-procedure decision to their specific circumstances. CIC-SC, its authors, and its members assume no liability for actions taken in reliance on this content.