Quorum Makes No Sense for 2/3 Affirm Vote

We are gearing up for a much-needed update to our Governing Documents after 40 years.

Our voting requirement starts out stating that 2/3 must affirm (vote yes) for various matters such as taking out a loan or changing the Governing Documents. This is not the same as 2/3 quorum. A few paragraphs later, the "quorum" word is thrown in without ever stating the quorum number. In fact, one of the changes we will be asking for is that this section be rewritten to drop the word quorum since it has no meaning in this context. Our lawyer agrees that this language is inconsistent and misleading. The actual requirement is that 2/3s of all members must vote yes (affirm).

People are used to quorum being 25% of all members such as for the annual election of board members. So, many people think the word quorum in the above example implies 2/3 of 25% of members can vote changes to our Gov Documents, or to take out a loan, etc., which would be alarmingly low for such significant matters if it were accurate.

It is difficult to get enough votes for changes when the Gov Docs are so poorly written that people can't understand the language. One of the goals of our update is to remove this type of misleading language. Just this one example is starting to wake people up to the importance of updating/rewriting our Gov Documents for clarification reasons alone.

I am interested to know if other HOAs Gov Docs have this language.

I am not confusing it. The wording in the Governing Docs is confusing. I was sure of the intent, but most members don't study this stuff enough to know. Some fear mongers had many people believing that 2/3 of the required 25% quorum could take out a loan for a new pool. The point is quorum has nothing to do with a required 2/3 vote; it is either 2/3 vote yes or they did not.

So, how. about quoting the section verbatim where "Quorum" is thrown in. What document is this? How. can e understand this problem if e cna' se the wording?

Have you read your state's corporations code, which might shed light on the language??

When our board got to a certain point in restating our CC&Rs (needed 65%) & Bylaws (50%), we held a Town Hall and our HOA attorney explained the complicated parts of our 22 yo documents. Pastrys & AM beverages were available.

(Our original. CC&Rs wea. about 100 pages b/c our HOA is complicate)

It is common to require various levels for passage of issues and to have a lower quorum requirement for meetings.

As an example, a quorum of 25% is required for a meeting of the members.
A 50%+1 of those in attendance is required to pass a motion on the floor, except a75% vote of the total owners is need to change the CC&Rs and a 60% vote of all the owners is needed to change the landscaping services.

You likely want to maintain a level of owners to call a special meeting and a quorum for calling that meeting to order.