Q&A: Looking for a Legal Set of Bylaws

Q. I am a co-op owner and board member in Miami Beach. I have been trying to obtain a true copy of our bylaws. I have a six-page version but was told by another owner that his copy is about 100 pages. Where do I find the real set? Are they required to be filed with the secretary of the state or the DBPR (the Florida Department of Business & Professional Regulation)?

                              —Endlessly Searching

A.  “Chapter 719, Florida Statutes governs cooperatives,” says attorney Richard D. DeBoest II, a shareholder with the Fort Myers-based law firm of Goede, Adamczyk, DeBoest & Cross, PLLC. ““Cooperative Documents” are defined as the “articles of incorporation of the association, bylaws, and ground lease or other underlying lease, if any, the document evidencing the unit owner’s membership or share in the association and the document evidencing the owner’s title or right to possession to his or her unit.”  This last document is sometimes referred to as the Master Proprietary Lease.  Section 719.1035(1), Florida Statutes provides that the cooperative documents must be recorded in the county in which the property is located. So the first thing to do is search the Miami-Dade County public records. This can be done online through the Miami-Dade Clerk of Courts website which is miami-dadeclerk.com. If you have trouble locating the documents you could ask a title company to obtain the documents for you. A copy of the articles of incorporation can also be obtained from the Florida Department of State, Division of Corporations. It is always important for board members to be sure they have a complete set of the current and up to date governing documents that contain the official recording information. I have in the past found that board’s operating from the wrong set of documents or sales documents that were never recorded.  It is the recorded documents that are legal and binding.”

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