Colorado Law · Elections & Governance

Colorado Board Elections, Secret Ballots, and Removal

Colorado writes the integrity rules for association elections into one section of CCIOA: secret ballots for contested seats, counters who are not on the board or the ballot, and strict limits on proxies. Removal sits in a different section and sets a high bar: 67 percent of the owners present and entitled to vote. Both sections belong in hand before the next contested election.

By the CIC-SC Editorial Team Updated November 8, 2026 Reading time: ~10 minutes Audience: Colorado Boards, Election Volunteers, Managers

Educational notice. This information is educational in nature and should not be construed as legal advice. Statutory references are to the Colorado Revised Statutes 2024 edition (Titles 38 and 7) and SB 22-059 as enacted; later amendments are possible, so check the current statute. Consult qualified association counsel regarding legal interpretation specific to your jurisdiction.

The Short Version

Contested seats, secret ballot. Votes for contested board positions are taken by secret ballot unless the documents provide for election by delegates (§ 38-33.3-310(1)(b)(I)(A)).
Neutral counting. Ballots are counted by a neutral third party or by owner volunteers, chosen at an open meeting, who are not board members and, in a contested race, not candidates. Results are reported without identifying voters (§ 310(1)(b)(I)(C)–(D)).
Proxies are tightly limited. Void if undated; not valid if obtained by fraud; revoked only by actual notice to the presiding officer; terminated after 11 months unless they state an earlier date (§ 310(2)).
The board does not elect itself. It may not elect board members or set their qualifications or terms, but it may fill vacancies for the unexpired term (§ 303(3)(a)).
Owners can remove a director, with or without cause, by 67 percent of those present and entitled to vote at a meeting with a quorum, except declarant appointees and class-elected members (§ 303(8)).
Ballots and proxies are records kept for one year (§ 317(1)(n)).

Who This Reaches: Section 117 and Older Communities

For communities created before July 1, 1992, only the CCIOA sections listed in § 38-33.3-117 apply. Section 310(1) and (2), the secret-ballot and proxy provisions, apply to pre-1992 communities for events on or after January 1, 2006 (§ 117(1.5)(j)). Section 310(1)(b) does not apply to an association that includes time-share units (§ 310(1)(b)(II)).

The owner-removal provision in § 303(8) and the board-powers limit in § 303(3)(a) do not appear on the § 117 list. How removal and vacancies work in a pre-1992 community that has not elected full CCIOA coverage under § 38-33.3-118 is a question boards commonly take to counsel, with the bylaws in hand. In Accetta v. Brooks Towers Residences Condominium Ass’n, 2021 COA 87, the Court of Appeals held that § 118 is the exclusive means for a pre-CCIOA community to elect full coverage, and rejected the argument that recording a new declaration that might be read to adopt CCIOA was enough. See the CCIOA overview.

Where Elections Come From

CCIOA sets the integrity rules (§§ 310, 303(3)(a), 303(8)). The bylaws typically set seats, terms, nominations and candidate qualifications; the 2024 CCIOA text has no nomination or candidacy-deadline section (see bylaws in practice). The Nonprofit Corporation Act supplies defaults such as written ballots (§ 7-127-109) and proxy appointment (§ 7-127-203).

Secret Ballots: § 310(1)(b)

Contested seats. Votes for contested executive board positions are taken by secret ballot, except in a community whose governing documents provide for election by delegates (§ 310(1)(b)(I)(A)).
Other votes. A vote on any matter affecting the community on which all owners are entitled to vote is by secret ballot at the board’s discretion, or on the request of 20 percent of the owners present or represented by proxy, if a quorum has been achieved (§ 310(1)(b)(I)(B)).

This matters when a seat looks uncontested when notice goes out and becomes contested by the meeting, through a floor nomination or a late candidate. CCIOA does not define “contested.” Many boards prepare secret ballots for every election as a matter of practice, and ask counsel how floor nominations affect the analysis under their bylaws.

Who Counts the Vote

Ballots are counted by a neutral third party, or by a committee of owner volunteers selected or appointed at an open meeting, in a fair manner, by the chair or another person presiding during that part of the meeting. The volunteers may not be board members and, in a contested board election, may not be candidates. Results of a secret-ballot vote are reported without names, addresses or other identifying information of the owners who voted (§ 310(1)(b)(I)(C)–(D)).

The exclusion covers every board member, including directors whose seats are not on the ballot. For running the count, see election-night operations.

Proxies: § 310(2)

Rule	What the statute says
Fraud	A proxy obtained through fraud or misrepresentation is not valid (§ 310(2)(a)).
Dating	A proxy is void if it is not dated or purports to be revocable without notice (§ 310(2)(b)).
Revocation	An owner may revoke a proxy only by actual notice of revocation to the person presiding over the meeting (§ 310(2)(b)).
Duration	A proxy terminates 11 months after its date unless it indicates an earlier termination date (§ 310(2)(b), as amended by SB 22-059, effective August 10, 2022).
Form	Unless the declaration, bylaws or rules provide otherwise, appointment may be made substantially as provided in § 7-127-203, which recognizes a signed form or an electronic transmission (§ 310(2)(a)).
Good-faith review	The association may reject a vote, ballot or proxy if the person authorized to tabulate votes, acting in good faith, has a reasonable basis for doubt about the signature or the signer’s authority; the association and that person are not liable in damages for good-faith acceptance or rejection under the section’s standards (§ 310(2)(c)–(d)).

Votes allocated to a unit the association owns may not be cast (§ 310(4)). For how proxies shape outcomes, see proxies and absentee ballots.

The mistake boards can make here is treating the rejection power as a screening tool. The statutory protection is written for good-faith decisions based on a reasonable doubt about signature or authority. Boards commonly apply one written standard to every proxy and record the reason for any rejection.

Elections Without a Meeting

Unless the bylaws provide otherwise, the Nonprofit Corporation Act permits action that may be taken at a members’ meeting, including an election, to be taken by written ballot delivered to every member entitled to vote (§ 7-127-109). Approval is valid only when the ballots cast equal or exceed the meeting quorum and the approvals equal or exceed what a meeting would require; the solicitation states the responses needed for quorum, the deadline, and (for matters other than director elections) the approval percentage. How a written-ballot election interacts with § 310’s secret-ballot and counting provisions is not addressed in the 2024 CCIOA text, and boards commonly confirm it with counsel. The 2024 text of CCIOA has no electronic-voting section of its own; check the current statute.

Seats During Declarant Control

In a new community, CCIOA phases in owner representation as units are sold (§ 38-33.3-303(6)–(7)):

Within 60 days after 25 percent of the units that may be created are conveyed to owners other than the declarant, those owners elect at least one board member and not less than 25 percent of the board.
Within 60 days after 50 percent are conveyed, they elect not less than one-third of the board.
By the end of declarant control, the owners elect a board of at least three members, a majority of whom are owners other than the declarant or designated representatives of such owners.

The statute sets different standards by who appointed the director: declarant appointees “are required to exercise the care required of fiduciaries of the unit owners” (§ 303(2)(a)), while members not appointed by the declarant are not liable for actions or omissions in performing their duties “except for wanton and willful acts or omissions” (§ 303(2)(b)). How courts apply those standards has not been settled in a published decision CICSC has verified. Declarant appointees are also outside the owner-removal rule in § 303(8).

Vacancies and the Limits on Board Self-Selection

Section 303(3)(a) provides that the executive board may not elect board members or determine their qualifications, powers and duties, or terms, but may fill vacancies in its membership for the unexpired portion of any term. A person appointed after August 15, 2009 to preside over a committee meets the same qualifications the governing documents require for the board (§ 303(3)(b)).

A resignation before the annual meeting allows an appointment for the unexpired term, not a change to terms or qualifications. See where board authority comes from.

Removing a Director: § 303(8)

Notwithstanding any contrary provision in the declaration or bylaws, owners may remove any member of the executive board, with or without cause, by a vote of 67 percent of all persons present and entitled to vote at any meeting of the unit owners at which a quorum is present. Two groups are excluded: members appointed by the declarant, and members elected by a class vote under § 38-33.3-207(4).

The denominator is the meeting. The 67 percent is measured against those present and entitled to vote, not against all owners, and a quorum must be present.
Cause is not required. The text does not call for a finding of misconduct.
The notice states it. Section 308(1) provides that the notice of an owners’ meeting states any proposal to remove an officer or board member. How that interacts with a removal motion raised from the floor is a question for counsel.

Owners having 20 percent of the votes, or a lower percentage set by the bylaws, may call a special meeting (§ 308(1)). The notice window and quorum default are covered in the Colorado annual owners’ meeting.

After the Election: Records

Ballots, proxies and other records related to owner voting are association records kept for one year after the vote (§ 38-33.3-317(1)(n)). The association also keeps a list of owners’ names and mailing addresses showing the number of votes each owner may cast (§ 317(1)(e)). Owners may examine and copy records under § 317(2)(a), and the association may not condition production on a statement of proper purpose; withholding provisions appear in § 317(3) and (3.5). Because secret-ballot results are reported without identifying voters (§ 310(1)(b)(I)(D)), a records request after a contested election is a common moment to ask counsel what is produced and how. See association records in Colorado.

Why This Matters

Colorado’s counter rule exists so that no one on the board or the ballot can be accused of shaping the outcome, and § 303(3)(a) keeps the choice of directors with the owners. Removal by 67 percent of those present is the owners’ check; open meetings and the owner-comment right are the rest of that structure (see Colorado board meetings under § 308).

Common Mistakes & Pitfalls

Pitfall 1: A director at the counting table. Section 310(1)(b)(I)(C) calls for a neutral third party or owner volunteers who are not board members and, in a contested election, not candidates.

Pitfall 2: No secret-ballot process ready. A seat can become contested late. Boards commonly prepare secret ballots for every election.

Pitfall 3: Undated or stale proxies. Under § 310(2)(b), an undated proxy is void and a dated one terminates after 11 months unless it states an earlier date.

Pitfall 4: Board-set candidate qualifications. Section 303(3)(a) provides that the board may not determine board members’ qualifications or terms.

Pitfall 5: A removal vote missing from the notice. Section 308(1) provides that the owners’-meeting notice states any proposal to remove a board member.

Pitfall 6: Discarding ballots after the meeting. Section 317(1)(n) keeps ballots and proxies as records for one year.

Frequently Asked Questions

When does a Colorado HOA election use a secret ballot?

C.R.S. § 38-33.3-310(1)(b) generally provides that votes for contested executive board positions are taken by secret ballot, except where the governing documents provide for election by delegates. A vote on any other matter on which all owners are entitled to vote is by secret ballot at the board’s discretion, or on the request of 20 percent of the owners present or represented by proxy once a quorum is achieved. The subsection does not apply to associations that include time-share units. Whether a particular seat is contested is a question for counsel.

Who counts the ballots in a Colorado HOA election?

Under § 38-33.3-310(1)(b)(I)(C), ballots are counted by a neutral third party, or by a committee of owner volunteers selected or appointed in a fair manner at an open meeting by the chair or other presiding person. The volunteers may not be board members and, in a contested board election, may not be candidates. Results of a secret-ballot vote are reported without names, addresses or other identifying information of the owners who voted.

How long is a proxy valid in Colorado?

Under § 38-33.3-310(2)(b), a proxy terminates 11 months after its date unless the proxy indicates an earlier termination date; SB 22-059 (effective August 10, 2022) set that limit. A proxy is void if undated or if it purports to be revocable without notice, is not valid if obtained through fraud or misrepresentation, and may be revoked only by actual notice to the person presiding over the meeting. Whether a particular proxy is valid is a question for counsel.

Can the board appoint someone to fill a vacant seat?

Section 38-33.3-303(3)(a) provides that the executive board may not elect board members or determine their qualifications, powers and duties, or terms, but may fill vacancies in its membership for the unexpired portion of any term. The bylaws usually describe how the appointment is made. Section 303(3)(a) is not among the sections § 117 lists for communities created before July 1, 1992, so older communities typically confirm the rule with counsel.

How do Colorado owners remove a board member?

Section 38-33.3-303(8) generally provides that, notwithstanding the declaration or bylaws, owners may remove any board member with or without cause by a vote of 67 percent of all persons present and entitled to vote at an owners’ meeting at which a quorum is present, except members appointed by the declarant or elected by a class vote under § 38-33.3-207(4). Section 308(1) provides that the meeting notice states any proposal to remove a board member. Section 303(8) is not on the § 117 list for pre-1992 communities; counsel can confirm how removal works for a particular association.

How long must a Colorado association keep ballots?

Section 38-33.3-317(1)(n) lists ballots, proxies and other records related to owner voting as association records kept for one year after the election, action or vote to which they relate. Owners may examine and copy association records under the procedures in § 317(2), subject to the withholding provisions in § 317(3) and (3.5).

Key Takeaways

Contested seats use a secret ballot; other votes go secret at board discretion or on request of 20 percent of owners present or by proxy (§ 310(1)(b)).
Counters are a neutral third party or open-meeting-selected owner volunteers who are not on the board and, in a contested race, not on the ballot.
Proxies: void if undated, revoked by actual notice to the presiding officer, terminated at 11 months unless an earlier date is stated (§ 310(2)).
The board may fill vacancies but may not elect directors or set their qualifications or terms (§ 303(3)(a)).
Owners may remove an owner-elected director, with or without cause, by 67 percent of those present and entitled to vote at a meeting with a quorum (§ 303(8)).
Sections 310(1)–(2) reach pre-1992 communities from January 1, 2006; §§ 303(3)(a) and 303(8) are not on the § 117 list.

References & Sources

C.R.S. § 38-33.3-310(1)(b), (2), (4) — Voting: secret ballots, counters, proxies, association-owned units. Colorado Revised Statutes 2024, Title 38. content.leg.colorado.gov — crs2024-title-38.pdf
C.R.S. § 38-33.3-303(2)(a)–(b), (3)(a)–(b), (6)–(8) — Executive board: liability standards, limits on board powers, committee chairs, transition elections, removal.
C.R.S. § 38-33.3-308(1) — Owners’ meetings, special meetings, notice contents.
C.R.S. § 38-33.3-317(1)(e), (1)(n), (2)(a), (3), (3.5) — Association records; ballots and proxies; inspection.
C.R.S. §§ 38-33.3-117(1.5)(j), 38-33.3-118 — Applicability to pre-1992 communities; election to opt in.
C.R.S. §§ 7-127-109, 7-127-203 — Colorado Revised Nonprofit Corporation Act: written ballot; proxies. content.leg.colorado.gov — crs2024-title-07.pdf
SB 22-059, HOA Voting Proxy Limitations (Session Laws 2022, ch. 34, effective August 10, 2022), amending § 38-33.3-310(2)(b). leg.colorado.gov/bills/sb22-059
Accetta v. Brooks Towers Residences Condominium Ass’n, 2021 COA 87 (Colo. App. 2021) (§ 38-33.3-118 is the exclusive means for a pre-CCIOA community to elect full coverage).

Related Resources & Additional Reading from the CIC-SC Library

The Colorado Annual Owners’ Meeting — notice, quorum, and the budget-ratification meeting.
Colorado Board Meetings Under § 38-33.3-308
Colorado’s Common Interest Ownership Act (CCIOA): Overview for Board Members
Association Records in Colorado Under § 38-33.3-317
Proxies and Absentee Ballots
Election-Night Operations: Check-In, Verification, and Counting Every Vote

Run an election nobody can question.
The CIC-SC Board Operating Standard in the Open Library sets out ballot, proxy-review and counting protocols. Explore the Colorado resource hub.

Tags: Colorado HOA elections · § 38-33.3-310 · secret ballot · contested board seats · neutral vote counter · proxies 11 months · SB 22-059 · board vacancies § 303(3) · director removal § 303(8) · 67 percent · ballot retention · Colorado HOA governance

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 Colorado legal counsel. Boards and managers should consult their association’s attorney about the application of any statute, governing-document provision, or election decision to their specific circumstances. CIC-SC, its authors, and its members assume no liability for actions taken in reliance on this content.