No. When elected (or appointed) to the Board, fiduciary duties attach, meaning that you must act in the best interest of the Board and Association from then on out when acting as a Director. If anything is confidential, meaning it should not be made known to members or appear in meeting Minutes, then it should occur in an Executive Session of the Board. Those are for limited purposes.
Sara A. Austin
Austin Law Firm LLC
226 E. Market St.
York, PA 17403
Directors have a fiduciary obligation to the community, not the Board, so you can’t be bound to keep fraud, discrimination or criminal activity confidential; but you should be very wary of passing on incomplete information to other owners rather than respecting the principle of confidentiality among Board members. Even if you are not legally required to sign a blanket Confidentiality Agreement to serve on the Board, if the unit owners have voted to amend the By-laws to provide for signing a confidentiality agreement, then you can be bound. More important, even though you haven’t signed an agreement, you have an implied duty to keep many Board discussions confidential in order to avoid invasions of privacy and to promote a free flow of discussion of sensitive issues among Board members. This principle should almost always take priority over a generalized sense of “duty” to share information with the community at large. Work through the Board to make disclosures.
Spolzino Smith Buss & Jacobs LLP
733 Yonkers Avenue
Yonkers, NY 10704