Mandatory state law comes first. Below it the declaration controls, then the bylaws, then the Board's rules. The DC, Maryland and Virginia condo statutes put the declaration above the bylaws. Maryland's statute also ranks the rules last. An HOA's order comes from its declaration and corporate law. DC has no HOA act.
Key takeaways (the short version)
- In DC, Maryland and Virginia condominiums a mandatory statute comes first and the declaration outranks the bylaws. Maryland's statute also ranks Board rules last.
- A Board vote cannot amend a condo declaration or bylaws, apart from narrow error corrections and a few statutory procedures. Owners must approve.
- DC has no HOA act. An incorporated DC HOA answers to the DC Nonprofit Corporation Act and its own documents.
What are our association's governing documents?
They are the recorded declaration, the bylaws, any articles of incorporation and the Board's rules.
- Declaration. It creates the community and sets each owner's share of costs and votes.
- Bylaws. They set the Board's powers, officers, meetings and elections.
- Rules. The Board adopts them for day-to-day use of the common areas.
EJF's condo association guide and comparison of HOAs, POAs and COAs cover the association types.
Which governing document controls when two of them disagree?
In a condominium the governing documents hierarchy runs from mandatory statute to the declaration and then the bylaws. The higher document wins.
- DC and Virginia. The declaration controls when the "condominium instruments" (declaration, bylaws, plats and plans) conflict. A reading consistent with the statute always wins (D.C. Code § 42-1902.07; Va. Code § 55.1-1913).
- Maryland. The order is the Condominium Act, declaration, condominium plat, bylaws and then rules (Md. Code, Real Property § 11-124(e)).
Rules are not instruments. DC and Virginia grant the rule-making power subject to the instruments. Before enforcing a rule that conflicts with them, ask association counsel.
No statute in the three jurisdictions sets a full HOA governing documents hierarchy. In DC and Virginia corporate law puts the articles above the bylaws (D.C. Code § 29-402.06(b); Va. Code § 13.1-823). The declaration's own terms govern the rest. EJF's compliance calendar explains which jurisdiction's rules apply.
Can our Board amend the declaration or bylaws with a Board vote?
Not for a condo's declaration or bylaws, apart from narrow error corrections and a few statutory procedures (D.C. Code § 42-1902.27(f); Md. Code, Real Property § 11-103.1; Va. Code § 55.1-1934(F)). An incorporated DC HOA's Board may amend the bylaws unless the articles or bylaws reserve that power to members (D.C. Code § 29-408.20). Bylaws on dues, assessments or member suspension still need the members unless the articles or bylaws say otherwise (§ 29-408.22).
In an incorporated Virginia HOA formed after January 1, 1986, the Board may also amend the bylaws. The articles or a bylaw the members adopted can remove that power (Va. Code § 13.1-892). An older one follows its own bylaws' amendment clause (§ 13.1-814.1). Where the bylaws are recorded with the declaration, ask counsel before any Board-only amendment.
Maryland condo owners get notice and a petition right on new rules (Md. Code, Real Property § 11-111). Virginia owners can repeal a rule at a special meeting (Va. Code §§ 55.1-1959, 55.1-1819). For rental restrictions, see EJF's article on rental policy.
Who approves an amendment in each jurisdiction?
| Document | Who must approve | Can documents change it? | Code section |
|---|---|---|---|
| DC or Virginia condo declaration or bylaws | Owners with two-thirds of all votes | Only to require more | D.C. Code § 42-1902.27(b); Va. Code § 55.1-1934(B) |
| DC HOA declaration | As its amendment clause states | Yes, the declaration sets it | No DC statute |
| DC HOA bylaws (incorporated) | Board or members, unless reserved to members | Yes | D.C. Code §§ 29-408.20, 29-408.22 |
| Maryland condo declaration | 66 2/3 percent of owners in writing since October 1, 2024 (80 percent while the developer owns a unit) | Ask counsel | Md. Code, Real Prop. § 11-103(c) |
| Maryland condo bylaws; any Maryland HOA document | 60 percent of votes, owners in good standing | Only to require less | Md. Code, Real Prop. §§ 11-104(e), 11B-116(c) |
| Virginia HOA (POA) declaration | Two-thirds of lot owners | Yes, higher or lower | Va. Code § 55.1-1829(D) |
| Virginia HOA bylaws (incorporated) | Board, unless reserved to members; pre-1986 associations follow their bylaws | Yes | Va. Code §§ 13.1-892, 13.1-814.1 |
| Board rules | The Board where the bylaws delegate it (Virginia grants it directly) | Documents can limit it | D.C. Code § 42-1903.08; Md. Code, Real Prop. § 11-111; Va. Code § 55.1-1959 |
Thresholds are as of September 2026. The DC and Virginia condo minimums apply when any unit is restricted exclusively to residential use. Changes to unit boundaries, expense shares or votes face stricter rules. Maryland condos have lower thresholds for a unit insurance bylaw and an assessment suspension clause (§§ 11-104(e)(2)(ii), 11-103(d)(2)). From January 1, 2027 Virginia's rewritten § 13.1-892 also lets voting members amend bylaws. Confirm with counsel before any vote.
What does the DC Condominium Act cover and what governs a DC HOA?
The DC Condominium Act (D.C. Code § 42-1901.01 et seq.) applies to every DC condominium. The Act does not void provisions that were lawful when recorded, including those recorded under the Horizontal Property Act before March 28, 1977 (§ 42-1901.01). Otherwise the documents cannot vary the Act unless a section allows it (§ 42-1901.07). DC has no HOA act. An incorporated DC HOA answers to the DC Nonprofit Corporation Act (§ 29-401.01 et seq.) and its own documents. An unincorporated one falls under DC's unincorporated nonprofit association law (§ 29-1101 et seq.).
What does the Maryland Homeowners Association Act require to amend HOA documents?
Under the Maryland Homeowners Association Act, lot owners in good standing with 60 percent of the votes can amend the declaration, bylaws or recorded covenants (Md. Code, Real Property § 11B-116(c)). Since October 1, 2017 that rule overrides any higher figure in the documents. Good standing means no more than 90 days behind on any assessment. HOAs that issue bonds secured by annual charges are excluded. If your bylaws let the Board amend them, ask counsel how that fits § 11B-116.
What does the Virginia Property Owners' Association Act say about amending the declaration?
Unless the declaration sets its own figure, two-thirds of the lot owners can amend a Virginia HOA declaration (Va. Code § 55.1-1829(D)). The Property Owners' Association Act (§ 55.1-1800 et seq.) is Virginia's HOA statute. Where an older declaration is silent, the Act fills the gap (§ 55.1-1801(C)).
What should a director do when two documents disagree?
Follow the higher document and get counsel's answer in writing.
- Pull the recorded documents and every amendment. Check whether a statute applies "notwithstanding" them.
- Put the question to association counsel in writing.
- Apply the higher document and bring any conflicting rule back into line. Record the Board's decision in the minutes.
- Enforce the answer the same way for every owner. EJF's governance pitfalls article covers consistent enforcement.
- If the fix needs an amendment, check the table above for who approves it and plan that vote.
Frequently asked questions
What is the difference between HOA bylaws and covenants?
Covenants are the restrictions recorded in the declaration and they bind every owner. The bylaws govern how the association runs. In a condominium the declaration controls by statute when they conflict. In an HOA the declaration's own terms govern.
Are CC&Rs the same as the declaration?
CC&Rs means covenants, conditions and restrictions, a term other states use. DC, Maryland and Virginia usually call that document the declaration. Virginia's POA Act treats any recorded instrument giving the association common-area duties or the power to charge owners as the declaration (Va. Code § 55.1-1800).
How do we change our HOA bylaws?
Start with the bylaws' amendment clause. In Maryland owners in good standing with 60 percent of the votes can amend them. In DC, and in Virginia HOAs formed after January 1, 1986, an incorporated HOA's Board may amend them unless members hold that power. Confirm with counsel.
When does an amendment take effect?
Condo amendments in all three jurisdictions and Virginia HOA declaration amendments take effect when recorded. DC and Virginia allow one year after recording to challenge a condo or Virginia HOA amendment. For a Maryland HOA, ask counsel.
This article is general information for association Boards and is not legal advice. Your governing documents and association counsel control.
EJF Real Estate Services has managed community associations in Washington DC, Maryland and Virginia since 1996 and now manages more than 650. When EJF takes on a full-service community, the first step is a complete review of its finances, open action items, governing documents and property condition. New directors can watch the Understanding the Declaration webinar. If your Board is comparing management companies, request a proposal at ejfrealestate.com/request-proposal or call 202-537-1801.
