HOA Board status (quorum issues/questions)

My HOA in Arizona has 38 members and when things are going great it is hard to get any involvement.

Here is the brief history:
1. 2018 There are 3 board members. Bylaws require 3-5 members. HOA has an HOA management company.
2. 2018 One board member resigns and is not replaced.
3. 2018 The last 2 board members resign and appoint 1 New board member (let's call him Bob).
4. May 2018 Annual election/meeting: Only about 8 votes are received, 20 are required for quorum. No attempt is made for another election but no one cares.
5. Spring 2019: Members are not happy and want to make serious changes, including abolishing the HOA management company.
6. March 2019: Bob appoints his wife to the board to help with running the HOA (this appointment seems to be allowed by bylaws).
However...
7. May 2019: Annual election/meeting: 5 members run for the Board including Bob and his wife. Only about 15 votes are received (no quorum). Bob adjourns the annual meeting after declaring failure to achieve quorum. He will not attempt to attempt another election/meeting. He is trying to keep the other 3 people from taking over.

I think this Bylaw applies:

Adjournments. If any meeting of Members cannot be organized because a quorum has not attended, the Members who are present, either in person or by proxy, may, except as otherwise provided by law, adjourn the meeting to a time not less than 48 hours from the time the original meeting was called.

So my questions:
1. Is Bob a legitimate board member as recognized by the law? If our board does not have any legitimate members, AZ state law allows any member to call a special meeting to elect a board. He was initially appointed but there has not yet been an election with a quorum that has elected him. Maybe an appropriate term here would be that his is an "acting" board member?
2. Does the quoted bylaw require another election to be held or can I as a member who was present, call for another meeting and force the HOA management company to hold another election meeting? The bylaw says "may... adjorn the meeting..." but not "must" or any other affirmative term.

Thanks in advance!

Ryan,

Without proxies, it may be difficult to ever achieve a quorum.

The individual was appointed by the outgoing board. Per statute (corporate law), this individual will legally stay on as a board member until they resign, are removed by the membership or not elected. They are your Directors, they are not acting.

The Bylaw statement you cited is typical. The word "may" means it's an option not a requirement.

The membership could solicit and obtain the necessary signatures to call a special meeting to recall directors and elect new ones. However, if you don't have the numbers showing up, now you might not at a special meeting.

This is an issue of those members who are concerned enough to start talking to other owners and get them to at least show up and vote.

I have been under the impression that voting by proxy was not allowed per AZ statute.
Did this change?

Is it possible that you are discussing mail in ballots (absentee voting) vs. a proxy?

I like this part,
"Members are not happy and want to make serious changes, including abolishing the HOA management company."

2 months later and,
"Only about 8 votes are received, 20 are required for quorum."

Making "serious changes" wasn't really in play, was it?

It wasn't understood at the time the ramifications of not getting a quorum.