HELP ON BYLAW ARTICLE INTERPRETATION

Our 55+ community bylaws has an Article stating:

ARTICLE XVI - LOANS

No loans should be contracted on behalf of the Association, and no evidence of indebtedness shall be issued in its name, unless authorized by a resolution of the Board of Directors and approved by a majority of the members in attendance at a duly noticed regular or special meeting.

My question is the "...and no evidence of indebtedness ..."

Since the title of this Article is LOANS, Does the statement above is in
association with LOANS or any other indebtedness?

I would appreciate any comments.

Thanks,

Damiel,
I think I would go to try and determine the "intent" of the Article. I think it is specific to Loans and evidence of Loans. Such as IOU, Bank Loan papers, and frankly I can't thing of any other reason as association would want to obtain Loan other than through the bank. I believe our documents address this and restrict it to Bank Loans. But, there could be exception. Anyhow, if you notice that this "Loan" has to be approved by members as a duly called meeting, I would take this "no evidence of endebtedness" to mean a loan that is not veted by this clause. In short, if the members approved it by majority at a duly called meeting, which means also a formal meeting that officially opens and closes and is presided over by the President or sub and motions are made, votes taken, verified and tallied and minutes taken, et, etc., you can do pretty much as the membership desires (majority) It makes sense to have this article to prevent unilateral actions by the Board and also provides for the members to act in the event of an Emergency.

The danger I see here is the statement a loan can be approved by the majority of the members in attendence. That could be your board and one other person. Not the intent of the chapter and it would concern me greatly. Really not even your Board, just the number needed to form a Board Qurom.

I appreciate all comments and answers to my question.

What is most interesting is that the HOA has a Board member who is an
Attorney, former Administrative judge, and recently appointed by the Governor of Louisiana to the State Ethics Board (I chuckle also). This person interpreted
the "indebtedness", even though under the bylaws Article titled LOANS meant any
indebtedness enterered into, even a lease, allows the members of the HOA to vote on such indebtedness. The Board voted 4 - 3 not to let the members vote and that the bylaws Article only referenced LOANS and does not cover LEASES.

Daniel,
Your statement: This person interpreted
the "indebtedness", even though under the bylaws Article titled LOANS meant any
indebtedness enterered into, even a lease, allows the members of the HOA to vote on such indebtedness. The Board voted 4 - 3 not to let the members vote and that the bylaws Article only referenced LOANS and does not cover LEASES.

Is redacted from what? Is it the minutes of a BOD meeting?

What you said above is your conclusions about something you read or something you heard? Is that correct? I am looking for something to "hang my hat on" and point the way to solving some of your problems (meaning your association problems). If this retired Judge is out of line in your opinion, what is wrong with you asking HIM for clarification (and no chuckle there)? Is your Board so isolated they are not approachable?

I really am concerned that your situation and many like yours seem to ramble down the highway and steamroller all in their path. I am concerned that we have a lot of square Board members in round holes, and I am the first to question the issues I don't like with my Condo. You will lose some, you will win some, your (and My) trick is to know how and when to pick our battles.