AdamL1 (UnitedStates)
Posts: 559
Posts: 559
Posted:
Looking for advise here. Currently, we are planning to hold a "Special Meeting" to vote to amend our bylaws directly before our annual meeting. Assuming the bylaws passes, how would one go into the annual meeting and motion to change the quantity of directors?
Also, I see that those first two sentences conflict with each other....where it says that the Board or the Members may change the qty but then the next sentence says only the Members may change....Thoughts?
Section 2.1 Number and Qualification. The affairs of the Association are managed and controlled by the Board. The authorized number of Board members may range from the current minimum of three (3) to a maximum of five (5) and may be fixed or changed from time to time, within the minimum and maximum, by the Members or the Board. Only the Members may change the range for the size of the Board or change from a variable-range size Board to a fixed size Board; provided, however, at no time may the minimum of the range or minimum number of fixed Board members be less than three (3). Further, no decrease in the number of Board members shall shorten the term of any incumbent Board member. Each Board member must be an Owner, or be an individual having an interest in an Owner, to the extent an Owner is a corporation, partnership, trust, limited liability company, or other legal form of entity. Should there be fewer than three (3) Board members, the remaining Board member or members may conduct such business as deemed necessary for the protection of the Association, which business shall include appointing as many Board members as are required to reach a minimum of three (3) Board members.