How to Remove an HOA Board Member in Maine

Removing an HOA board member in Maine generally requires following the association’s governing documents and, when the HOA is organized as a Maine nonprofit corporation, the applicable provisions of the Maine Nonprofit Corporation Act. For nonprofit HOAs covered by Title 13-B, Maine law provides a member-vote procedure for removing an individual director or the entire board. Unless the articles of incorporation provide a lower threshold, removal generally requires an affirmative vote of two-thirds of the members entitled to vote for directors at a special meeting called expressly for removal.

For condominium associations, the analysis is especially important because Maine’s Condominium Act requires the unit owners’ association to be organized as a nonprofit corporation under Title 13-B. The condominium bylaws and declaration can also establish important procedures concerning board composition, elections, terms, voting, and meetings.

Featured Snippet Answer:
To remove an HOA board member in Maine, homeowners should first review the HOA’s articles, bylaws, and governing documents. If the HOA is subject to Maine’s Nonprofit Corporation Act, an individual director may generally be removed at a special meeting expressly called for that purpose by the required member vote. Unless the articles provide a lower threshold, Title 13-B generally requires two-thirds of the members entitled to vote for directors.

Definition: What Is an HOA Board Member?

An HOA board member, or director, is a person elected or otherwise authorized to serve on the association’s governing board and participate in managing the corporation or community association.

Maine’s Nonprofit Corporation Act defines a director as a member of the board of directors. For condominium associations, Maine law uses the term executive board member, with the association’s governing documents controlling many details about qualifications, terms, elections, and responsibilities.

Can Homeowners Remove an HOA Board Member in Maine?

Yes, in many Maine nonprofit HOA structures, homeowners can remove an individual director through a member vote. However, the exact procedure depends on the HOA’s legal structure and its articles of incorporation, bylaws, declaration, and other governing documents.

Maine’s Nonprofit Corporation Act specifically states that, at a special meeting of members called expressly for that purpose, the entire board or an individual director may be removed with or without cause. If the corporation does not have classified directors, the default statutory threshold is two-thirds of the members entitled to vote for directors. The articles of incorporation may establish a lower threshold, but not one below a majority of the members voting on the proposed removal.

This means homeowners should not assume that simply collecting signatures or holding an informal neighborhood vote automatically removes a director. The association must follow the applicable legal and governing-document procedure.

What Maine Law Says About Removing HOA Directors

The most important statute for many Maine nonprofit HOAs is Title 13-B, §704, which addresses removal of directors.

The statute provides several important rules:

Issue	Maine nonprofit corporation rule
Who can be removed?	The entire board or an individual director
Meeting required?	A special meeting of members called expressly for removal
Default vote	Two-thirds of members entitled to vote for directors
Can the articles change the threshold?	Yes, they may provide a lower threshold
Minimum if lowered by articles	Not less than a majority of members voting on removal
Classified directors	Removal generally involves the class of members that elected the director
Replacement directors	New directors may be elected at the same meeting under the statute

The governing documents should therefore be reviewed before homeowners begin the removal process.

Step 1: Determine What Type of Maine HOA You Have

The first step is identifying the association’s legal structure.

This matter because “HOA” is not a single legal structure under Maine law.

Some homeowner associations may be organized as nonprofit corporations under Title 13-B. Maine’s Nonprofit Corporation Act expressly permits nonprofit corporations for purposes involving land development condominiums, homesteads, unit owners, and homeowners.

Condominium associations are more straightforward in this respect. Maine’s Condominium Act requires a unit owners’ association to be organized as a nonprofit corporation under Title 13-B.

Before starting a removal campaign, determine whether your association is:

1. A nonprofit corporation under Title 13-B.
2. A condominium association governed by Title 33, Chapter 31.
3. Another type of association or legal entity.
4. An association whose articles or governing documents establish additional removal procedures.

This classification can affect the voting threshold, meeting procedure, notice requirements, and authority to remove a director.

Step 2: Read the HOA’s Governing Documents

Before requesting a special meeting, obtain the association’s current:

• Articles of incorporation
• Bylaws
• Declaration
• Amendments
• Board election rules
• Membership voting provisions
• Meeting procedures
• Director qualification requirements
• Recall or removal provisions
• Proxy or absentee voting rules

The bylaws are particularly important because Maine’s nonprofit law permits governing documents to establish rules for managing the corporation, subject to applicable law.

Look for These Terms

Search the documents for terms such as:

• Removal of directors
• Removal of officers
• Recall
• Special meeting
• Member petition
• Voting rights
• Quorum
• Director qualifications
• Board vacancies
• Election of directors
• Proxy voting

A provision specifically addressing director removal may provide a procedure that homeowners need to follow in addition to the statutory requirements.

Step 3: Check Whether the Director Is Being Removed as a Director or Officer

This distinction is easy to overlook.

A person can hold a position on the board while also serving as an officer such as president, secretary, or treasurer.

Removing someone as president does not necessarily mean removing that person as a director.

Maine’s Nonprofit Corporation Act separately addresses removal of officers. An officer elected or appointed under the articles or bylaws may be removed by the persons authorized to elect or appoint that officer, subject to the applicable corporate documents.

Therefore, homeowners should identify exactly what they want to accomplish:

• Remove the person from the board entirely.
• Remove the person from an officer position.
• Both.

The applicable procedure can differ.

Step 4: Determine Who Can Call a Special Meeting

Under Maine’s Nonprofit Corporation Act, a special meeting of members may be called by the president or board of directors.

The articles or bylaws may also authorize other officers, persons, or a specified number or percentage of members to call the meeting. If the governing documents do not specify who can call the meeting, members holding one-twentieth of the votes, or 5%, may call a special meeting.

Practical Process

Homeowners should:

1. Review the bylaws for the special-meeting procedure.
2. Determine the number of votes required to request or call the meeting.
3. Prepare a written request or petition if required.
4. State that removal of the director will be considered.
5. Follow the association’s delivery requirements.
6. Preserve copies of all requests and supporting documentation.

Do not rely solely on an informal email or social-media discussion if the governing documents require a formal written request.

Step 5: Make Sure the Meeting Notice Identifies the Removal Issue

Meeting notice is an important part of the process.

Under Maine’s nonprofit corporation law, unless the articles or bylaws provide otherwise, written notice of a meeting must generally be delivered 10 to 50 days before the meeting. For a special meeting, the notice must state the purpose or purposes for which the meeting is being called.

For an HOA attempting to remove a director, the notice should clearly identify the proposed action.

For example:

Purpose of Special Meeting: Consideration of the removal of [Director’s Name] from the Board of Directors.

This is preferable to sending a vague notice such as “community meeting” or “board discussion.”

For Maine condominium associations, the Condominium Act also specifically provides that association meeting notices must identify the general nature of a proposal to remove a director or officer. The statute generally requires notice between 10 and 60 days before an association meeting, according to the governing provisions.

Because the applicable notice rule can depend on the association’s structure and documents, homeowners should verify the exact requirement before scheduling the vote.

Step 6: Follow the Required Voting Threshold

For a nonprofit corporation subject to Maine’s Title 13-B director-removal provision, the default rule is significant.

If the corporation does not have classified directors, removal may generally be accomplished by the affirmative vote of two-thirds of the members entitled to vote for directors. The articles may provide for a lower percentage, but not less than a majority of members voting on the removal.

Example

Suppose an HOA has 100 members entitled to vote for directors.

If the articles of incorporation do not establish a lower threshold, the statutory removal provision generally requires the affirmative vote of two-thirds of those members entitled to vote for directors.

However, homeowners should not automatically calculate the required number from the total number of homes without reviewing the association’s voting structure. Voting rights can be affected by membership classes, the articles, the declaration, proxies, and other governing provisions.

What If the HOA Has Classified Directors?

Classified boards can require additional analysis.

Under Maine’s Title 13-B removal provision, when directors are classified so that different classes of members elect different directors, a director may generally be removed by the affirmative vote of two-thirds of the members of the class that elected that director. The articles may establish a lower threshold, but not below a majority of the members of that class voting on the removal.

That means homeowners should determine who originally elected the director before assuming that every HOA member can vote on the removal.

Conduct the Removal Vote Properly

At the special meeting, the association should follow its normal meeting procedures and applicable law.

A practical sequence is:

1. Confirm that proper notice was provided.
2. Confirm the meeting’s quorum requirements.
3. Identify the director whose removal is being considered.
4. State the removal proposal.
5. Allow the meeting to proceed according to the bylaws.
6. Conduct the vote using the authorized voting method.
7. Record the vote in the meeting minutes.
8. Determine whether the required threshold was met.
9. Record the resulting board status.
10. Address any vacancy according to the governing documents and applicable law.

The meeting record should be retained with the association’s corporate records.

Can an HOA Board Remove One of Its Own Members?

Not necessarily.

Homeowners should distinguish between the board’s ability to manage ordinary association business and the members’ statutory power to remove directors.

Maine’s Condominium Act states that the executive board may act for the association in many circumstances, but it specifically provides that the board may not elect members of the executive board or determine their qualifications, powers, duties, or terms of office except as allowed by the statute. It also allows the board to fill vacancies for the unexpired portion of a term.

For this reason, an HOA should not assume that a simple majority vote of the remaining directors can remove an elected director when the applicable documents or law require a member vote.

What Happens After an HOA Board Member Is Removed?

Once a director is properly removed, the association needs to determine how the resulting vacancy will be handled.

Maine’s Nonprofit Corporation Act generally provides that a vacancy on the board may be filled by an affirmative vote of a majority of the remaining directors, even if fewer than a quorum remain, unless the articles or bylaws provide another method. A director filling the vacancy generally serves the unexpired term of the predecessor.

The governing documents should be checked before filling the vacancy because they may establish a different procedure.

In some circumstances, the members can elect a replacement at the same meeting at which a director is removed. Maine’s director-removal statute expressly allows new directors to be elected at the same meeting when one or more directors are removed.

What If the HOA Refuses to Hold the Removal Meeting?

If homeowners believe they have the legal right to request a special meeting but the association refuses to act, the next step depends on the HOA’s governing documents and corporate structure.

For a Maine nonprofit corporation, Title 13-B provides a mechanism for members to call a special meeting when the applicable conditions are satisfied. If the articles and bylaws do not specify a different requirement, members holding 5% of the votes may call a special meeting.

Homeowners should document:

• The written meeting requests.
• The date it was delivered.
• The governing-document provision relied upon.
• The number of members or votes supporting the request.
• Any response from the HOA.
• Any refusal or failure to act.

If the dispute involves substantial financial consequences, alleged misconduct, or a contested interpretation of the governing documents, consulting a Maine attorney who handles HOA or condominium law may be appropriate.

Common Mistakes When Trying to Remove a Maine HOA Director

1. Holding an informal neighborhood vote

A poll, Facebook vote, or informal gathering does not automatically constitute a legally effective director-removal vote.

2. Ignoring the bylaws

The statutory default rules are important, but the association’s articles and bylaws can affect voting thresholds and procedures.

3. Giving inadequate meeting notice

A removal vote can be challenged if required notice procedures are not followed.

4. Confusing an officer with a director

Removing someone as president or treasurer does not necessarily remove that person from the board.

5. Using the wrong voting threshold

The applicable threshold can depend on the articles, director classification, voting classes, and governing documents.

6. Failing to document the vote

Minutes and corporate records should clearly establish what was proposed, what vote occurred, and whether the required threshold was satisfied.

Maine HOA Director Removal: Quick Checklist

Step	What homeowners should verify
1	Identify the HOA’s legal structure
2	Obtain the articles and bylaws
3	Review director-removal provisions
4	Determine who can call a special meeting
5	Meet any petition or member-vote requirements
6	Send legally compliant meeting notice
7	Confirm quorum and voting rights
8	Conduct the removal vote
9	Document the result in the minutes
10	Fill the resulting vacancy according to the applicable rules

What If the HOA Is a Maine Condominium Association?

Maine condominium associations require special attention because they are governed by the Maine Condominium Act in Title 33, Chapter 31.

The Act requires the unit owners’ association to be organized as a nonprofit corporation under Title 13-B. It also establishes rules concerning executive board members, officers, association meetings, voting, and association governance.

The declaration and bylaws remain important because the Condominium Act repeatedly incorporates or permits provisions dealing with board terms, elections, qualifications, voting, and association management.

For a condominium owner attempting to remove a board member, the correct approach is therefore to review Title 33 + Title 13-B + the declaration + bylaws, rather than relying on a generic HOA recall procedure.

Can Homeowners Remove a Board Member for No Specific Reason?

For a Maine nonprofit corporation covered by Title 13-B, the statutory removal provision allows an individual director or the entire board to be removed with or without cause, subject to the required meeting and voting rules.

However, this does not eliminate the need to follow the association’s governing documents and applicable procedural requirements.

If the removal concerns alleged fraud, conflicts of interest, misuse of HOA funds, discrimination, harassment, or another serious allegation, homeowners should preserve supporting evidence and consider obtaining legal advice before making formal accusations.

Frequently Asked Questions