Board Authority to act

I want to understand the legal interpretation of this and applicable to the following issue. Our board recently adopted a change in Arc guidelines that more then 60% of the community is against ( baed on private member survey done). I brought this up in the board meeting and anticipating this issue will come up the Board invited a Lawyer to the community board meeting. I brought up the following clause before the lawyer, her stand was that this clause cannot be applied to the above. Is she correct?

The governing docs state the following...

Board authority to act:
Unless otherwise specifically provided in the associations documents, all rights, powers, easements, obligations and duties of the association my be performed by the board of directors. Not withstanding anything to the contrary contained herein, any rules or regulation which are promulgated by the board my be repealed or amended by a majority vote of members who are entitled to vote and who are voting, in person or by a proxy. at a meeting convened for such purpose in accordance with the by-laws.

The question I have is follows.

1. Was the lawyer ( former chair of Virginia Bar) correct in her statement that I cannot apply this law to the Arc guidelines adopted and turn over the guideline by calling a special meeting with 60% majority.
2. What is the correct interpretation of the above mentioned clause.

Keatan,

If you want a legal opinion, contact a local attorney.

If you want the correct interpretation of that passage, petition the courts to make a ruling.

If you want my layman's opinion (and with the expectation that you are in an HOA) -

Ignore your governing documents.
See VA § 55-513 which states (in part):

A majority of votes cast, in person or by proxy, at a meeting convened in accordance with the provisions of the association's bylaws and called for that purpose shall repeal or amend any rule or regulation adopted by the board of directors.

So, gather support and petition the Board to hold a special meeting of the membership for the purpose of repealing that one guideline as authorized in VA § 55-513.

In my opinion, you asked the wrong question of the attorney. You should have cited the statute instead of your governing docs.