Understanding the HOA Document Hierarchy

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Conflicts between HOA governing documents are more common than many board members realize. A provision in the bylaws may appear to contradict the declaration, or a rule adopted by the board may not align with existing governing documents.

Fortunately, most associations don’t have to guess which rule applies. HOAs operate under a governing document hierarchy, usually established through state law, that determines which documents carry the most authority.

For HOA board members, understanding this hierarchy is essential. It allows boards to resolve conflicts quickly, enforce rules consistently, and ensure the association remains compliant with governing laws and documents.

This guide explains how the HOA document hierarchy works and what board members should do when governing documents conflict.

What Is the HOA Governing Document Hierarchy?

The HOA governing document hierarchy establishes which governing documents take precedence when two rules conflict.

While the exact order can vary slightly depending on state law, the hierarchy generally follows this structure:

1. Federal law
2. State law
3. Local or municipal ordinances
4. Community plat or map
5. Declaration of Covenants, Conditions & Restrictions (CC&Rs)
6. Articles of Incorporation
7. HOA Bylaws
8. HOA Rules and Regulations

In general, documents higher in the hierarchy override those below them.

For example:

• If a rule conflicts with the bylaws, the bylaws prevail.
• If the bylaws conflict with the CC&Rs, the CC&Rs take precedence.
• If governing documents conflict with state law, state law generally overrides the HOA documents.

For board members managing community governance, this hierarchy provides a practical framework for resolving disputes.

Why HOA Governing Documents Follow a Hierarchy

Two main factors influence the order of authority within HOA governing documents: timing and level of detail.

Precedence: Which Documents Came First

Many governing documents are created in a specific order when a community is developed.

Typically:

• The community plat or map is recorded first.
• The declaration (CC&Rs) establishes the community’s restrictions and obligations.
• The association forms its articles of incorporation.
• The bylaws define governance procedures.
• Finally, the board adopts rules and regulations for daily operations.

Because earlier documents establish the legal framework for the community, they typically carry more authority than documents created later.

Generality: Broad Policies vs. Operational Rules

Documents higher in the hierarchy typically contain broad, foundational provisions, while documents lower in the hierarchy address more specific operational details.

Higher-level documents often define:

• Property rights and restrictions
• Ownership obligations
• Community structure and governance authority

Lower-level documents typically address:

• Enforcement procedures
• Community policies
• Board procedures
• Operational rules for residents

Because foundational documents define the community itself, they generally override more detailed operational rules.

How HOA Boards Can Use the Document Hierarchy to Resolve Conflicts

For HOA boards, the document hierarchy provides a clear tool for resolving disputes between rules.

When two governing documents appear to conflict, the board should first determine which document sits higher in the hierarchy. In most cases, the document with greater authority will control the outcome.

For example:

• A rule restricting rentals cannot override language in the CC&Rs that permit rentals.
• A bylaw cannot contradict the declaration.
• HOA rules cannot violate federal, state, or local law.

Understanding this hierarchy allows board members to resolve conflicts quickly and apply governing documents consistently across the community.

What Happens When HOA Rules Conflict With Laws?

Sometimes conflicts arise not between HOA documents, but between association rules and government laws.

Generally speaking:

• Federal law overrides state law
• State law overrides local ordinances
• Government laws override HOA governing documents

However, HOA governing documents are also considered contractual agreements between property owners. Because of this, certain legal principles may affect how new laws apply to existing HOA documents.

The U.S. Constitution prevents states from passing laws that impair existing contracts. In some cases, this may affect how newly enacted laws interact with established HOA rules.

To address this issue, many governing documents include what is known as “Kaufman language.”

What Is Kaufman Language?

Kaufman language is a clause included in governing documents stating that new state laws automatically amend the association’s governing documents when they take effect.

This provision helps HOAs:

• Stay compliant with evolving state laws
• Reduce conflicts between governing documents and legislation
• Avoid the need for frequent document amendments

Including Kaufman language can simplify compliance and reduce legal uncertainty for associations.

When HOA Boards Should Amend Governing Documents

Sometimes conflicts cannot be resolved through the document hierarchy alone. In those cases, the best solution may be to amend the governing documents themselves.

Boards may consider amendments when:

• Governing language is outdated
• Documents contradict one another
• Provisions are unclear or difficult to enforce
• State laws have changed
• The community’s needs have evolved

Amending governing documents typically requires following procedures outlined within the documents themselves. This may include board approval, a vote of the membership, and proper legal review.

Because amendments can permanently affect community governance, HOA boards should work closely with association legal counsel throughout the process.

Why Understanding Document Hierarchy Matters for HOA Boards

For HOA board members, understanding the governing document hierarchy is a critical part of effective community leadership.

A clear understanding of document authority helps boards:

• Resolve rule conflicts quickly
• Enforce policies consistently
• Maintain legal compliance
• Reduce governance disputes
• Protect the integrity of the association’s governing framework

When board members know which document holds the highest authority, they can make confident decisions that support the long-term success of the community.

Partner With RealManage for HOA Governance Support

Navigating HOA governing documents, compliance requirements, and community policies can be complex for volunteer board members. Working with an experienced HOA management partner can make governance significantly easier.

RealManage provides professional community management services designed to support HOA boards with document compliance, governance guidance, operational management, and resident communication.

If your board needs help interpreting governing documents, resolving rule conflicts, or improving community operations, RealManage can help your association operate more efficiently and confidently.

Contact RealManage today to learn how our management experts can support your HOA board and your community.

Related articles

• Updating HOA Governing Documents: A Board Member Guide
• HOA Governing Documents: 4 Reasons Every HOA Needs Them
• HOA Governing Documents Explained: Part II