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Section 1 - Annual
Meetings; Election of Governors
On the third Thursday of June, 1986, the Board of Governors shall call
the First Annual Meeting of the Members of the Association. Thereafter,
Annual Meetings shall be held on the third Thursday of June each year.
In each succeeding year, the date of the Annual Meeting may be changed
by proper amendment to the By-Laws of the Association. Beginning with
the Second Annual Meeting of the Members of the Association, all the
members of the Board of Governors shall be elected by ballot of the
Members of the Association in accordance with the provisions of the
By-Laws of the Association. The Members of the Association may also
transact such other business of the Association as may properly come
before them. (back)
Section 2 –
Location of Annual Meeting
Meetings of the Members
of the Association shall be held at the principal office of the
Association or at such other suitable place convenient to the Members of
the Association as may be designated by the Board of Governors. (back)
Section 3
– Special meetings
Special meetings of the
Members may be called by the President or by the Board of Governors, and
shall be called by the Clerk, or in the case of the death, absence,
incapacity or refusal of the Clerk, by any other office, upon written
application of three or more Members. (back)
Section 4 – Notice of
Meetings
It shall be the duty of the Clerk to mail or deliver a notice of each
Annual or Special Meeting, stating the purpose thereof as well as the
time and place where it is to be held, to each Townhouse Owner of
record, at least five (5) but not more than ten (10), days prior to such
meeting. The mailing or delivery of a notice in the manner provided in
these By-Laws shall be considered notice service. Notice of a meeting
need not be given to a Townhouse Owner if a written waiver thereof
executed before, during or after the meeting by such Townhouse Owner or
his duly authorized attorney or agent, is filed with the records of the
meeting. (back)
Section 5 – Quorum
Except as provided otherwise in the By-Laws of the Association, the
presence in person or by proxy of a majority of all Members of the
Association shall constitute a quorum at all meetings of the Members of
the Association. If any meeting of the Members of the Association cannot
be held because of lack of a Quorum, a majority in interest of the
Members of the Association who are present at such meeting, either in
person or by proxy, shall adjourn the meeting to a time not less than
forty-eight (48) hours from the time for which the original meeting was
called, without further written notice. (back)
Section 6 – Voting
The Member of the Association or some person designated by such Member
of the Association to act as proxy on his or their behalf, who need not
be a Townhouse, Owner, shall be entitled to cast the vote appurtenant to
such Townhouse at any meeting of the Members of the Association,
provided the membership represented is not under suspension. The
designation of any proxy shall be made in writing to the Clerk, and be
revocable prior to the meeting upon written notice to the Clerk by the
Member so designating. Any or all Members of the Association present at
any meeting of the Members of the Association, including the Declarant,
shall be entitled to cast one vote at all meetings of the Members of the
Association, which vote shall be weighted by multiplying it by the
beneficial interest percentage appurtenant to the Townhouse owned by
such Member of the Association as set forth in the Master Deed;
provided, however, that the vote attributable to each Townhouse must be
voted as an entirety and if owners of a Townhouse shall be unable to
agree on the vote to be cast on any issue, their right to vote on that
issue shall be deemed waived. Any Townhouses owned by the Association or
by the Board of Governors on behalf of the Association shall not be
entitled to vote and shall be excluded from the total number of
Townhouses in the Condominium when computing the proportionate interest
of all other Townhouse Owners for voting purposes, excepting those
Townhouses held by the Declarant prior to the initial sale of such
Townhouse. (back)
Section 7 – Majority Defined
As used in the By-Laws of the Association, “Majority of Members of the
Association” shall mean those Members of the Association having more
than fifty percent (50%) of the beneficial interest of all Members of
the Association present in person or by proxy and voting at any meeting
of the Members of the Association, determined in accordance with Section
6 of this Article. The vote of the majority of Members of the
Association present at a meeting at which a quorum is present shall be
binding upon all Townhouse Owners for all purposes except when a higher
percentage vote is required by law, the Master Deed, or the By-Laws of
the Association. (back)
Section 1 – Principal Officers of the
Association
The principal officers of the Association shall be the President, the
Clerk, and the Treasurer. The initial officers shall be appointed by the
Declarant. Subsequent officers shall be elected by the Board of
Governors to serve as such officers. In addition, the President and
Treasurer shall be Members of the Association. The Board of Governors
may appoint an Assistant Treasurer, an Assistant Clerk and such other
officers as in its judgment may be necessary. (back)
Section 2 –
Selection and Removal of Officers
The officers shall be
elected annually at the first meeting of the Board of Governors
following the Annual Meeting of Members of the Association, and shall
hold office at the pleasure of the Board of Governors or until their
successors are elected. Upon affirmative vote of a majority of the Board
of Governors at a regular or special meeting thereof called for that
purpose, any officer may be removed, either with or without cause, and
his successor elected. (back)
Section 3 – President
The President shall be
the chief executive officer of the Association. He shall preside at all
meetings of the Members of the Association and of the Board of
Governors. He shall have all of the general powers and duties which are
incidental to the office of President, including but not limited to the
power to appoint committees from among the Members of the Association
from time to time as he may in his discretion decide are appropriate to
assist in the conduct of the affairs of the Association. (back)
Section 4 – Clerk
The Clerk shall keep the minutes of all meetings of the Members of the
Association and of the Board of Governors, shall have charge of such
books and papers as the Board of Governors may direct, and shall perform
all the duties incidental to the office of Clerk and as described
elsewhere in the By-Laws of the Association or the Master Deed. (back)
Section 5 –
Treasurer
The Treasurer shall have
the responsibility for the Association funds and securities and shall be
responsible for keeping full and accurate financial records and books of
account showing all receipts and disbursements and for the preparation
or required financial data. He shall be responsible for the deposit of
all moneys and other valuable effects in the name of the Board of
Governors or the Association in such depositories as may from time to
time be designated by the Board of Governors, and he shall perform all
duties incidental to the office of Treasurer. No payment voucher shall
be paid unless and until approved by the Treasurer. (back)
Section
6 – Execution of Documents for the Board of Governors
All agreements, contracts, deeds, leases, checks and other instruments
of the Association or the Condominium shall be executed by such officer
or officers of the Association or by such other person (s) as may be
authorized by the Board of Governors. (back)
Section 7 – Compensation of
Officers
No officer shall receive any compensation from the Association for
acting as such, except for reimbursement of necessary and duly incurred
expenses. (back)
Section 8 –
Resignation
Any officer may resign
at any time by giving written notice to the Board of Governors, the
President, or the Clerk. Any such resignation shall take effect at the
date of the receipt of such notice or any later time specified therein.
Unless otherwise specified therein, the acceptance of such resignation
shall not be necessary to make it effective. (back)
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