Ratification Saves Condominium Assessments, But Not the Judgment

La Villita Condominium Community, Inc. v. Lanae

Dallas Court of Appeals, No. 05-24-00820-CV (August 7, 2026)
Justice Miskel, Kennedy, and Rossini (Opinion, linked here)

A corporation’s directors may ratify an act they could have authorized in the first instance. In La Villita, a properly elected condominium board ratified two special assessments; that conclusively established that the assessments were valid without requiring the Court to decide whether the directors who originally approved them were properly appointed.

La Villita Condominium Community consists of 141 units governed by a declaration and bylaws. In February 2022, the board amended the bylaws to expand from three directors to five. After two directors resigned, the sole remaining director appointed four unit owners to fill the two vacancies and the two new seats. That board imposed a $3.4 million special assessment in August 2022 and a $2.9 million special assessment in May 2023. The unit owners elected all five directors at the Association’s December 2023 annual meeting, and the elected board unanimously ratified both assessments in April 2024.

Melissa Lanae’s allocated shares of the assessments were $22,668.79 and $19,335.14. The Association sued in November 2022, seeking Lanae’s unpaid shares of both assessments and collection costs and to foreclose its assessment lien. Following a two-day trial, the jury found Lanae had not failed to comply with the declaration. The jury’s answers reflected implied findings that the assessments had not been approved or ratified by the requisite board majority at a meeting with a quorum and that the directors were not properly elected or appointed. The trial court rendered a take-nothing judgment against the Association and awarded Lanae $21,000 in attorney’s fees, plus conditional appellate fees.

The Dallas Court of Appeals reversed. Instead of deciding whether the directors who originally approved the assessments were properly appointed, it relied on the later ratification. The evidence that the unit owners properly elected all five directors in December 2023 was uncontroverted, as was the testimony that those directors unanimously ratified both assessments in April 2024. The Court therefore held the assessments were validly ratified as a matter of law and that no evidence supported the jury’s contrary implied findings.

But, somewhat curiously, that did not entitle the Association to rendition of judgment. Because liability was contested at trial and damages were unliquidated, the appeals court held that Texas Rule of Appellate Procedure 44.1(b) prohibited remand for a separate trial on damages alone. The Court therefore remanded for a new trial on both liability and damages.

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