| 4.3.1.1. |
Annual
meetings of the members of the Community Club will be held at the Community
Club Clubhouse on the second Saturday of April of each year at 10 o’clock
a.m. unless otherwise notified by the Board of Directors. Notice
thereof shall be given by the Secretary by mailing notice to each member
to the last address of record not less than fourteen (14) days and not
more than sixty (60) days prior to the date of the meeting. |
| 4.3.1.2. |
At
all annual and special meetings of the members, fifty of the members of
the Community Club, present in person or by proxy, shall constitute a quorum
for the transaction of any business appropriate to a membership meeting.
Each member shall be entitled to one vote, subject to the provisions of
clauses 4.2.1.2. and 4.2.1.3. In the event that there is not a quorum
at any annual or special meeting, less than a quorum may adjourn the meeting
until such time as a quorum may be present in person or by proxy. |
| 4.3.2.1. |
Special
meetings of the members may be called at any time by the president, a majority
of the Board of Directors or by members representing ten percent of the
membership within the jurisdiction of the Community Club. Notices
of a special meeting, stating the object thereof, shall be given by the
Secretary by mailing such notice to each member to the last address of
record not less than fourteen (14) nor more than sixty (60) days prior
to the date on which such meeting is to be held. |
| 4.3.2.2. |
Special
meetings of the Board of Directors shall be called at any time by the Secretary
on order of the President or a majority of the Board of Directors.
The Secretary shall give each Director notice personally, verbally, or
by mail or by telephone of all regular and special meetings sufficient
to enable such Directors to attend, and in any case at least one day previous
thereto. |
| 4.5.3.4. |
Within
thirty days after adoption by the Board of Directors of any proposed regular
or special budget of the Community Club, the board shall set a date for
a meeting of the owners to consider ratification of the budget not less
than fourteen nor more than sixty days after mailing of the summary.
Unless at that meeting, the owners of a majority of the votes in the Community
Club are allocated or any larger percentage specified in the governing
documents reject the budget, in person, or by proxy, the budget is ratified,
whether or not a quorum is present. In the event the proposed budget
is rejected or the required notice is not given, the periodic budget last
ratified by the owners shall be continued until such time as the owners
ratify a subsequent budget proposed by the board of directors. |
| Voting
at Meetings |
| 4.3.3.1. |
A
member may exercise his or her right to vote by proxy. An official
proxy shall be attached to the notice of the meeting on which a member
may designate to whom he or she is entrusting his or her proxy vote.
To be valid the proxy must be on the official form (original, photostatic,
facsimile copy or notarized authorization) and signed by the member.
In the event a proxy is challenged, the Secretary shall rule on the validity
of the proxy and the Secretary’s decision shall be conclusive. An
owner or purchaser may be a man and his lawful wife, either of whom may
cast the vote or sign the proxy. Children voting for absent parents
must have a properly signed proxy. |
| 4.3.4.1. |
No
member shall be permitted to vote in any Annual or Special meeting of the
Community Club if he or she has a lien filed against any lot he or she
owns for the non-payment of his or her dues, assessments or assessed charges. |
| 4.3.5.1. |
Voting
by the membership for Directors or for the confirmation of those previously
appointed directors or for any and all special assessments or for any and
all Bylaw changes, must be done by secret ballot only. |
| 4.4.4. |
MEETING
OF DIRECTORS |
| 4.4.4.1. |
The
Directors shall meet not less than once per month for the purpose of conducting
business of the Club, (except as otherwise provided in the Bylaws). |
| 4.4.4.2. |
A
quorum equal to the majority of the directors must be present to conduct
business. |
| 4.4.4.3. |
Procedures
will be guided by Robert's Rules of Order. |
| 4.4.4.4. |
(1)
A meeting of the association must be held at least once a year. Special
meetings of the association may be called by the president, a majority
of the board of directors, or by owners having ten percent of the votes
in the association. Not less than fourteen nor more than sixty days
in advance of any meeting, the Secretary or other officers specified in
the Bylaws shall cause notice to be hand-delivered or sent prepaid by first
class United States mail to the mailing address of each owner or to any
other mailing address designated in writing by the owner. The notice
of any meeting shall state the time and place of the meeting and the business
to be placed on the agenda by the Board of Directors for a vote by the
owners, including the general nature of any proposed amendment to the articles
of incorporation, bylaws, any budget or changes in the previously approved
budget that result in a change in assessment obligation and any proposal
to remove a director.
(2)
Except as provided in this subsection, all meetings of the board of directors
shall be open for observation by all owners of record and their authorized
agents. The board of directors shall keep minutes of all actions
taken by the board, which shall be available to all owners. Upon
the affirmative vote in open meeting to assemble in closed session,
the board of directors may convene in closed executive session to consider
personnel matters; consult with legal counsel or consider communications
with legal counsel; and discuss likely or pending litigation, matters involving
possible violations of the governing documents of the association, and
matters involving the possible liability of an owner to the association.
The motion shall state specifically the purpose of the closed session.
Reference to the motion and the stated purpose for the closed session shall
be included in the minutes. The board of directors shall restrict
the consideration of the matters during the closed portion of meetings
only to those purposes specifically exempted and stated in the motion.
No motion, or other action adopted, passed, or agreed to in closed session
may become effective unless the Board of Directors, following the closed
session, reconvenes in open meeting and votes in the open meeting on such
motion, or other action which is reasonably identified. The requirements
of this subsection shall not require the disclosure of information in violation
of law or which is otherwise exempt from disclosure. |
| 4.4.4.5. |
Regular
Board meetings shall be open to the membership but participation shall
be confined to limited but reasonable time prior to the commencement of
the Board meeting when members may make presentation to the Board regarding
Club matters. Any and all such Board meetings shall not be held in private
residences but rather must be conducted in the Clubhouse or, if unavailable,
some like neutral meeting place.
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