Board of Directors Rules and Regulations

Article V Board of Directors: Section: Term of office
Section 3
READS:
Removal. Any director may be removed from the Board, with or without cause, by a majority vote of the members of the association. In the event of the death, resignation or removal of a director, his successor shall be selected by the remaining members of the Board and shall serve for the unexpired term of his predecessor.

Article XI Officers and their Duties
Section 5
READS:
Resignation and Removal. Any officer may be removed from office with or without cause by the board.
Any officer may resign at any time by giving by written notice to the board, the president or secretary.
Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make effective.

The question is our President resigned June 22, 2009 under the contingency he finds someone else to take his seat.
(I don’t read that in our DC&R’s as written above)
There has been no meeting or a letter letting the community know this, letting someone have the chance to possibly step forward and accept the seat on the Board.
Since then our supposedly resigned President has retrieved his resigning letter and has poster a HOA meeting for tonight. Then last Friday three of our Board members have resigned, leaving only one Board member who is unassertive.
Some of the homeowners say this can be done and he will appoint a new BOD tonight.
I don’t think this can be done, and can it be stopped if I am right ?

I suppose you all have done this but note the difference in the requirements to replace a Director and a Officer.

I suspect the issue of Officers has nothing to do with the issue of Directors, which includes the President, or what ever he is. Just keep in mind "Officers" don't enter into it. Look at your documents under Officers, there should be a clause there. Which bring to mind there seems to be holes in the understanding of your documents. What you posted is probably only a part of the pertinent sections.
If that is all there is, you really should have an evaluation of your documents by an outside source.

Look at your documents and find out how a meeting is supposed to be noticed. A Hoa meeting would be a Members meeting and I bet you there are specific rules for calling one, not the least of which is a stated reason.
What I would suggest is to go to the meeting and if it not noticed properly, stand up and call a "Point of Order" Point out that the requirements of the covenants are not being met (if this is the case) or if there is a question, and ask for a ruling from the Board as to the legitimacy of the meeting. State that you are recording the meeting you want your request and Point of Order Answered and you want your objection noted in the minutes.

See what that gets you. Let the President rule all he wants, just object to all rulings and state you want your objection noted. DON'T argue about it, just record all that is said. When he finishes what ever he is going to do and the meeting is over, I would call a town hall meeting of the owners to discus the issues. You can just put out there is going to be a meeting of some concerned homeowners at Blah, blah, all are invited to attend and s select few homeowners will chair the meeting and maintain decorum. Then talk about the whole mess and what to do.

Tam,

Didn't we already discuss this board member's resignation and his change of mind on another thread?