## Facts

- Woodmoor Improvement Association, Inc. (WIA) was a homeowners’ association responsible for enforcing recorded restrictive covenants in the Woodmoor subdivision.
- The covenants provided that “outside aerials or antennas are not permitted.”
- The Brenners submitted building plans in 1990 showing a satellite dish next to their proposed home, including a three-dimensional model depicting the dish and a screening wall.
- WIA’s Architectural Control Committee approved the project with conditions that the dish be obscured by a fence or wall and that the dish and fence match the house color.
- The Brenners spent approximately $26,000 on the satellite dish and related entertainment system and approximately $4,000 on the enclosing fence.
- A Committee-appointed monitor supervised installation and later certified to WIA’s board that the dish and fence complied with the Committee’s approval criteria.
- The covenants allowed members to appeal Committee approvals to WIA’s board; no appeal was filed challenging the Brenners’ approval.
- After changes in the Committee and WIA leadership, WIA demanded removal of the dish; the Brenners refused.

## Issues

1. Whether WIA, acting through its architectural review process, could be bound by the Architectural Control Committee’s approval of a satellite dish later deemed to violate the covenant prohibiting outside aerials or antennas.
2. Whether WIA was equitably estopped from enforcing the covenant against the Brenners because they reasonably relied on the Committee’s approval and incurred substantial expense.

## Decision

- The Colorado Court of Appeals affirmed the trial court’s judgment denying WIA’s request for a permanent injunction.
- The court accepted the trial court’s finding that the satellite dish fell within the covenant’s prohibition.
- The court held that WIA was equitably estopped from enforcing the prohibition against the Brenners due to WIA’s approval and the Brenners’ reasonable, detrimental reliance.

## Legal Principles

- Equitable estoppel may bar enforcement of a legal right when: (1) the enforcing party’s conduct or representations induce another to believe a certain state of affairs exists; (2) the other party reasonably relies on that belief; and (3) the relying party would suffer substantial detriment if the right were enforced.
- A homeowners’ association may be bound, in equity, by approvals issued through its authorized architectural review process when homeowners materially and reasonably rely on those approvals.
- Equitable estoppel can operate as a case-specific limitation on covenant enforcement even when the covenant remains valid and enforceable generally.

## Conclusion

Although the satellite dish was within the covenant’s “outside aerials or antennas” prohibition, WIA’s explicit architectural approval, supervision, and lack of timely internal challenge made the Brenners’ reliance reasonable; because they incurred substantial expense in reliance, WIA was equitably estopped from compelling removal by injunction.


Woodmoor Improvement Ass'n, Inc. v. Brenner, 919 P.2d 928 (Colo. App. 1996)