What Tractman v. Conner means for planned community declarations

Planned community declarations are intended to establish the rules governing property ownership, boundaries, and unit owners’ rights. But what happens when those governing documents are silent on a particular issue? A recent Pennsylvania Superior Court decision demonstrates that, in some circumstances, longstanding common law principles may fill the gap.

In Tractman v. Conner, the court considered whether the Pennsylvania Uniform Planned Community Act (UPCA) and a planned community declaration prevented one unit owner from acquiring a portion of a neighboring lot through adverse possession. The decision offers an important reminder that Pennsylvania courts generally enforce the language contained in a declaration as written and are reluctant to read additional restrictions into governing documents that do not expressly include them.

Key takeaways:

• Declarations should expressly address issues the declarant intends to prohibit rather than relying on courts to infer those restrictions.
• Amendment procedures governing plats, plans, and boundaries may not, by themselves, prevent adverse possession claims between unit owners.
• When governing documents are silent, Pennsylvania courts may allow common law doctrines, including adverse possession, to continue to apply.

For developers, homeowners’ associations, and communities governed by the UPCA, the decision highlights how the wording of a declaration can affect property rights long after the community is established.

The dispute

The dispute centered on whether Section 5219 of the UPCA and an association’s declaration prohibited one unit owner from adversely possessing a portion of another unit owner’s adjoining lot.

The appellant, who was the affected unit owner, argued that both the UPCA and the declaration eliminated the expanding unit owners’ ability to assert adverse possession claims against adjoining lots. According to the appellant, the amendment provisions of the declaration prohibited unilateral changes to lot lines and boundaries except through the procedures established by the governing documents.

Section 5219 of the UPCA provides that a “declaration, including the plats and plans, may be amended only by vote or agreement of unit owners….”  68 Pa.C.S. § 5219(a)(1)(i)-(iii) (emphases added). The association’s declaration provided, in pertinent part:

[T]he Declaration and the Plan may be amended from time to time only by resolution adopted at any meeting of Home Lot Owners, by affirmative vote of the holders of sixty-seven (67%) of the Proportionate Interests, provided that no such amendment shall (i) alter the proportionate Interest of any Home Lot Owner, unless the Home Lot Owner shall join in the amendment; (ii) make any material change in [t]he Plan in respect of Home Lots….

The court’s decision

The Superior Court rejected the appellant’s arguments and found that, notwithstanding the absence of an affirmative vote of the holders of 67% of the proportionate interests, neither Section 5219 of the UPCA nor the association’s declaration expressly prohibited adverse possession claims.

The court noted that the declaration did not mention adverse possession. As a result, the court held that the appellee was not prohibited from adversely possessing a portion of the appellant’s adjoining lot. Although the declaration required supermajority approval for amendments that would materially alter boundaries, lot lines, and proportionate interests, the court viewed those amendment provisions as procedural safeguards governing amendments to the declaration rather than substantive restrictions on adverse possession.

Had the declarant intended to expressly prohibit unit owners from asserting adverse possession claims, the declaration would have said so. Its silence proved dispositive on appeal.

What planned communities should consider

The decision reinforces an important drafting principle. Pennsylvania courts generally begin with the express language of a declaration and are reluctant to infer restrictions that the governing documents do not clearly impose. Where declarations are silent, fundamental common law doctrines may continue to operate unless they have been expressly displaced.

For developers, declarants, associations, and others responsible for preparing or amending planned community documents, Tractman illustrates why careful drafting matters. If preserving existing boundaries, preventing changes to lot lines, or limiting ownership changes through adverse possession are intended objectives, those restrictions should be expressly addressed in the declaration rather than left to judicial interpretation.

Taking the time to clearly address these issues when drafting or amending a declaration can reduce uncertainty, minimize future disputes, and better ensure that the governing documents reflect the community’s intended objectives.