Amending Bylaws do rules in Public Offering Statement Apply?

Our HOA Bylaws state that "These Bylaws may be modified or amended only by vote of Unit Owners entitled to cast a majority of the votes in the Association...." There is no mention made of the Executive Board, on its own, being able to amend the Bylaws.

However, in our POS it states that "the Executive Board by itself may adopt amendments that correct or clarify ambiguous, missing, defective, and inconsistent provisions, and provisions that may conflict with the Pennsylvania Uniform Planned Community Act......"

Our Bylaws currently have a dual signature check signing requirement for items over $500. We feel this is defective (because it doesn't work, most banks won't look for two signatures). We want to replace this with a monthly review of incoming bills and Bank statements by all Board members.

We are unsure how to proceed since the Bylaws don't mention what the Board can do on its own. Does anyone in PA know where the wording in the POS may have come from?

Joe H

Tim,

Thanks for the reply.

I agree that 2 Board members should sign ALL checks. Our Bylaws require 2 signatures only on checks over $500. This means someone could write many checks for $499 without 2 signatures.

My problem is that a lot of people familiar with banking tell me that with modern automated check processing, banks don't really check for 2 signatures.

A really good system is one that Chase Bank has for their on-line banking where one person signs in and sets up payments. The system then notifies a second person who separately logs in and approves the payments before they are released. Unfortunately, as I understand it, Chase does not operate in Pennsylvania and I can't find any PA banks that have this feature.