The Guide to Tennessee HOA Laws

This section defines terms like “dedicatory instrument,” “homeowners association,” and “restrictive covenant.” In practice, it confirms that your declaration, bylaws, and any properly adopted association rules are what govern your community.

What this means for boards: If a rule isn’t written into your declaration or bylaws, or properly adopted as a separate association rule, your board can’t enforce it as HOA policy.

Your HOA must permanently keep meeting minutes for all board and member meetings, records of any actions taken without a meeting, accounting records, and a current member list. A narrower set also has to be kept at your principal office: your current charter, bylaws and any amendments, board resolutions affecting member rights, member meeting minutes and actions from the past three years, member communications from the past three years (including financial statements furnished during that window), your officers’ and directors’ current names and addresses, and your most recent annual report.

Members can inspect and copy the principal-office records above with five business days’ written notice. Inspecting anything outside that set requires the same five days’ notice plus a good-faith purpose. In both cases, members may copy records and copy charges must be reasonable, can include labor and materials, and can’t exceed the estimated cost of producing or sending the records. A court can compel access and award the member’s fees if your board wrongly refuses.

What this means for boards: Keep required records organized year-round, respond to written requests promptly, and all charges must be reasonable.

HOAs must hold an annual members’ meeting. Notice of the date, time, and place is presumed fair and reasonable if sent no fewer than 10 days and no more than two months beforehand. Any notice for a special meeting has to state exactly what it’s for.

What this means for boards: Don’t spring major votes on your members. Every meeting, annual or special, needs proper advance notice that says what’s happening.

Members holding 10% of the votes can demand a special meeting, though that threshold can only be changed by your charter, not your bylaws. If a required meeting still doesn’t happen, a court can order one regardless of what your governing documents say. 

The membership list must be available starting two business days after notice goes out, voting defaults to one vote per membership, quorum defaults to 10% of votes, and action passes by a majority of votes cast, not of all members (48-57-201). A proxy is valid 11 months unless the proxy form itself states otherwise, and virtual meetings are allowed (48-57-109). Aside from the special-meeting threshold and the court-ordered-meeting remedy above, these are defaults that can be overridden by your bylaws.

What this means for boards: If your bylaws don’t spell out quorum, proxy, or virtual-meeting rules, this is exactly what you fall back on.

Directors must act in good faith, with the care a prudent person would use, in a manner they believe serves the association’s best interests. Those standards are the backbone of how courts evaluate board decisions after the fact.

What this means for boards: Directors who act in good faith and make informed, reasonable decisions have greater legal protection. Cutting corners on that standard is what strips the protection away.

The Nonprofit Corporation Act shields directors, trustees, and other governing-body members from lawsuits over their conduct except for willful, wanton, or gross negligence. However, these protections are only for nonprofits in specific IRS tax-exempt categories including 501(c)(3), (4), (5), (6), (7), (13), (19), certain IRC § 115 government entities, and a few others. Most HOA boards operate as taxable corporations or elect IRC § 528 treatment, neither of which qualifies. The statute also names directors and governing-body members specifically, not officers.

What this means for boards: Don’t assume this shield automatically covers you. If your HOA isn’t in one of the listed tax categories, talk to a knowledgeable attorney about your actual exposure.

Your board needs at least three directors. Terms are one year by default if not stated otherwise in your bylaws, but can run up to five years. Directors stay on until a successor is elected and can serve successive terms. Quorum is a majority of directors in office, never fewer than the greater of one-third or two. Members can remove a director, with or without cause, at a meeting called for that purpose and a court can remove one for fraudulent or dishonest conduct, gross abuse of authority, or a court finding that they breached their duties, on petition by the association or 10% of members.

What this means for boards: Keep at least three seats filled and remember that members, not just the board, can vote a director out at a properly called meeting.

Members can amend the bylaws by achieving the lesser of two-thirds of the votes cast, or a majority of the total voting power. A dues-only change needs a simple majority of members present and voting. This governs the bylaws only. Amending the recorded declaration or CC&Rs follows whatever amendment procedure the declaration itself sets out.

What this means for boards: You must set up a real vote before amending the bylaws, though a dues-only change has a lower bar to clear.

Suspending or expelling a member, including suspending voting rights, requires a fair, good-faith procedure. The statutory safe harbor is at least 15 days’ written notice plus a chance to be heard at least five days before the suspension or expulsion takes effect.

What this means for boards: Give written notice and a real chance to be heard before suspending a member’s voting rights or amenity access. For HOAs, full expulsion of membership is rarely usable since ownership makes someone a member automatically.

A transaction where a director has a personal conflict of interest is only protected if it’s disclosed and approved by disinterested directors or the members, or if it can be shown to be fair to the association on its own terms. Separately, your association can’t loan money to, or guarantee the debt of, a director or officer, aside from a few narrow statutory exceptions like expense advances or benefit-plan loans.

What this means for boards: Disclose any conflict and get disinterested approval before a director benefits from HOA business and never lend association funds to a director or officer.

Being a member doesn’t make you personally liable for the association’s debts. If someone, including a director, wrongs the HOA through mismanagement or a breach of duty, the board decides whether to pursue a claim on the association’s behalf. If the board won’t act, members meeting the lesser of 5% of the voting power or 50 members, or any single director, can sue on the association’s behalf instead. This is called a derivative suit, and it’s often filed against the board itself.

HOA directors have two layers of protection: if a director successfully defends the case, on the merits or otherwise, or qualifies for immunity under 48-58-601, your HOA must cover their defense costs. For other good-faith conduct, your HOA may choose to indemnify a director but isn’t required to, and can never indemnify one who acted disloyally or in bad faith.

What this means for boards: Members aren’t personally liable for HOA debt, but a board that stonewalls a legitimate grievance can face a derivative suit from members or another director.

A resolution authorizing dues doesn’t automatically make members liable. Members become liable for dues through express or implicit consent. Tennessee courts enforce the assessment covenant in a recorded declaration against owners who take title subject to it (Royalton Woods Homeowner Association, Inc. v. Soholt).

What this means for boards: Your authority to collect dues comes from the covenant in your recorded declaration, not from a board vote. When you enforce assessments, point to your CC&Rs as your legal basis.

HOAs with documents created or amended on or after July 1, 2017, can’t prohibit a homeowner from displaying the U.S. flag or flag of the U.S. armed forces. You can set reasonable rules about placement. 

What this means for boards: You can’t ban the U.S. or a military flag, although you can specify and enforce reasonable placement rules.

Your HOA can’t prohibit an owner or lawful resident from displaying political or campaign signs on private property starting 60 days from the first day voting begins to the first day after voting ends. You can set reasonable rules on placement and removal, and can limit size to 4 square feet. The statute doesn’t give HOAs authority over sign count. This applies to documents executed or modified after July 1, 2017.

What this means for boards: You can’t prohibit political or campaign signs or the number of signs a member displays. You can only set reasonable size and placement rules.

If a homeowner’s property has a pond, lake, stream, or retention or detention pond, and the owner has consulted the appropriate authorities, your HOA can’t prohibit a sign warning the public about dangerous natural water conditions. Reasonable placement rules are allowed. This applies to HOA governing documents in place before, on, or after July 1, 2021.

What this means for boards: If a member’s property qualifies, you can’t block a water-hazard warning sign.

A “long-term rental” is a single-family home leased for 180 days or more. If your HOA votes to ban long-term rentals, you have to hand over the full voting record on request. If the declaration is later amended to prohibit long-term rentals, an owner already renting long-term keeps a vested right to keep doing so until they transfer the property (transfers to family or their own business entity don’t count). Business-entity owners must notify the HOA of contact or ownership changes within 30 business days. These rules apply to amendments enacted on or after May 1, 2021.

What this means for boards: A ban on long-term rentals can’t force out owners already renting long-term. They retain that right until they sell, and you must be able to supply voting records upon request.

Any covenant that restricts sale or occupancy based on race, color, creed, religion, sex, or national origin is void under Tennessee law. Honoring a discriminatory old covenant still sitting in your declaration is itself a discriminatory practice under the Tennessee Human Rights Act.

What this means for boards: If outdated discriminatory language is still in your declaration, you can’t enforce it. Treat it as void.

Effective July 1, 2026, HOAs cannot ban a lot owner from installing an electric vehicle charging station for personal use on their own property. Your association can still set reasonable conditions on the number of chargers, where they go, and how they’re installed. The installing owner must indemnify and hold the association harmless from any claims arising from the charger, and your association can require them to carry insurance covering those claims and include the HOA as a named insured.

What this means for boards: You can’t prohibit a personal EV charger outright, you can only set reasonable rules on number, size, placement, and installation method. You can also require the owner to indemnify the HOA and carry insurance naming it as an additional insured.

As of July 1, 2024, to levy a special assessment for a nonessential amenity such as a pool, tennis court, or clubhouse, your HOA has to clear two hurdles: pass it by a two-thirds vote of the total membership, and offer financing or a payment plan. If a member simply doesn’t pay, your HOA cannot foreclose over that assessment.

What this means for boards: A nonessential-amenity assessment needs a two-thirds vote of your full membership plus a payment plan and you can’t foreclose over it, even if a member never pays.

Outside of the nonessential-amenity rule above, Tennessee has no statutory lien or foreclosure procedure for regular HOA assessments. That authority comes entirely from your recorded declaration and general Tennessee law. There’s also no statutory cap on fines. In practice, that means your enforcement and foreclosure exposure live in the pages of your CC&Rs.

What this means for boards: Your authority to lien or foreclose for unpaid dues comes entirely from your declaration. Know exactly what it says, and doesn’t say, before you act on it.

Starting January 1, 2027, every Tennessee HOA that collects assessments for common expenses must obtain and maintain a blanket fidelity bond protecting the association against theft or dishonesty by its officers, directors, employees, and managing agent’s employees. A fidelity insurance policy satisfies the rule. Required coverage equals reserve balances plus one-fourth of annual assessment income, with a $10,000 minimum, and the board or managing agent may obtain it.

What this means for boards: Starting January 1, 2027, you need a fidelity bond covering your reserves plus a quarter of annual assessment income, with a $10,000 floor.

In a gated subdivision with at least 300 single-family homes and two or more gates, members can request a criminal-activity report that the board compiles using information from local law enforcement. In practice, this statute applies only to a county with a 2020 census population between 247,700 and 247,800. Williamson County is the only county that currently qualifies. 

What this means for boards: If you’re in Williamson County with a large, gated community, be ready to produce the report on request.