By-Laws Article II

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MEETINGS OF THE ASSOCIATION

 

Section 2.01 Purposes of Meetings

 

At least annually and at such other times as may be necessary, the meetings of the Owners shall be held for the purpose of electing the Board of Directors, approving the annual budget, providing for the collections of Common Expenses, and for such other purposes as may be required by the Declaration, the By-Laws, or the Act. Notwithstanding anything to the contrary contained in, or any other provisions of these By-Laws or the Declaration or elsewhere, the initial board shall hold office until the earlier of (a) five years from the date of recordation of the Declaration, or (b) the date Declarant does not own any condominium Units, or (c) such earlier date as Declarant may determine (such date when the initial board no longer holds office being herein referred to as the “Applicable Date”). If any vacancy occurs in the initial Board for any reason whatsoever prior to the Applicable Date determined as provided above, every such vacancy shall be filled by a person appointed by Declarant, who shall thereafter be deemed a member of the initial Board.

 

Section 2.02 Annual Meetings

 

The annual meeting of the members of the Association shall be held on the ______________of _________________ in each calendar year. At the annual meeting the Owners shall elect the Board of Directors of the Association in accordance with the provisions of the these By-Laws and transact such other business as may properly come before the meeting.

 

Section 2.03 Special Meeting

 

A special meeting of the members of the Association may be called by resolution of the Board of Directors or upon a written petition of the Owners who have not less than a majority of the total Percentage Votes. The resolution or petition shall be presented to the President or Secretary of the Association and shall state the purpose for which the meeting is to be called. No business shall be transacted at a special meeting except as stated in the petition or resolution.

 

Section 2.04 Notice and Place of Meeting

 

All meetings of the members of the Association shall be held at any suitable place in St. Joseph County, Indiana, as may be designated by the Board of Directors. Written notice stating the date, time and place of any meeting and, in the case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered or mailed by

the Secretary of the Association to each Owner and, if applicable, to any Mortgagee not less than fourteen days prior to the date of such meeting. The notice shall be mailed or delivered to the Owners at their addresses as they appear upon the records of the Association and to each Mortgagee at its address as it appears on the records of the Association. Attendance at any meeting in person or by proxy shall constitute a waiver of notice of such meeting.

 

Section 2.05 Voting

 

(a) Number of Votes. To avoid fractional votes and to facilitate the orderly conduct of the meeting, each Owner shall be entitled to cast one vote reflecting his Percentage Vote.

(b) Multiple Owner.  Where an Owner constitutes more than one person, or is a partnership, there shall be only one voting representative entitled to all the Percentage Vote allocable to that Unit.  At the time of acquisition of the title of a Unit by a multiple Owner or partnership, those persons constituting such Owner or the partners shall file with the Secretary of the Association an irrevocable proxy appointing for such Unit, which shall remain in effect until such appointed representative relinquishes such appointment in writing, becomes incompetent, dies or such appointment is otherwise rescinded by order of a court of competent jurisdiction.  Such appointed voting representative may grant a proxy t another to vote in his place at a particular meeting or meetings pursuant to paragraph (d) of this Section 2.05, which will not constitute a permanent relinquishment of his right to act a voting representative for the Unit.

(c) Voting by Corporation or Trust.  Where a corporation or trust is an Owner or is otherwise entitled to vote, the trustee may cast the vote on behalf of the trust or the agent or other representative of the corporation duly empowered by the board of directors of such corporation shall cast the vote to which the corporation is entitled.  

(d) Proxy.  An Owner may vote either in person or by his duly authorized and designated attorney-in-fact.  Where voting is by proxy, the Owner shall duly designate his attorney-in-fact in writing, delivered to the Association prior to the commencement of the meeting.  No Owner or other persons may vote more than one proxy at any meeting.

(e) Quorum.  Except where otherwise expressly provided in the Declaration, these By-Laws or the Act, those representing a majority of the Percentage Votes shall constitute a quorum at all meetings.  The terms “majority of Owners”, “majority of the vote”, or “majority of the Percentage Votes”, as used in these By-Laws, shall mean the Owners entitled to not less than Fifty-one Percent (51%) of the Percentage Votes of all Units.

(f) Conduct of Meeting.  The Chairman of each meeting shall be the President of the Association or Vice President in his absence.  He shall call the meeting to order at the duly designated time and business will be conducted as appropriate in the following order:

(1) Reading of Minutes.  The Secretary shall read the minutes of the last annual meeting and the minutes of any special meeting held subsequent thereto.

(2) Treasurer’s Report.  The Treasurer shall report to the Owners concerning the financial condition of the Association and answer relevant questions of the Owners concerning the Common Expenses and financial reports for the prior year and the proposed budget for the current year.

(3) Budget.  The proposed budget for the current calendar year shall be presented to the Owners for approval or amendment.

(4) Election of Board of Directors.  Nominations for the Board of Directors may be made by any Owner from those persons eligible to serve.  The ballot shall contain the name of each person nominated to serve as a Board member.  Each Owner may cast the total number of votes to which he is entitled for as many nominees as are to be elected; however, he may not cumulate his votes.  Those persons receiving the highest number of votes shall be elected.  Each voting Owner shall sign his ballot.

(5) Other Business.  Other business may be brought before the meeting only upon a written request submitted to the Secretary of the Association at least ten days prior to the date of the meeting; however, that such written request may be waived at the meeting if agreed by a majority of the vote.

(6) Adjournment.