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SwanB (Washington)
Posts: 199
Posted:
Our homeowners association has 441 members. Our Bylaws state each member in good standing shall be entitled to one vote in person or by proxy upon each subject properly submitted to vote at our Annual General Meeting. Our Bylaws are amended, changed or repealed at our Annual General Meeting by vote of two-thirds (2/3) of the members present provided a quorum is present. A quorum is reached with the presence of ten percent (10%) of all members of our association are present in person or by proxy.
My question is this: Why would the association continue with requiring a 2/3 vote in this case and not amend our Bylaws to require a majority vote?
I have reviewed the Bylaws and CCRs of other HOAs and not seen a consistency with either one or the other i.e. all with majority vote or all with 2/3 vote based on size of membership.
RogerB (Colorado)
Posts: 5,067
Posted:
Swan, my experience is similar to yours regarding a vote of 2/3 or else a simple majority to amend the bylaws at a duly called members meeting. The answer to your question on why an association would continue to require 2/3 is obvious. The association chose 2/3 and has never bothered to change, or does not want to change, to a simple majority.
SwanB (Washington)
Posts: 199
Posted:
In our case the Board is interested in changing to the majority vote by the members but can't find the history, intent or reasoning behind the 2/3 vote.
DorothyH (Florida)
Posts: 23
Posted:
Did I get it right? Your quorum is 10% of 441 mwmbers or 44. Then it only takes 2/3 of that
44 members or 29 members to amend your By-Laws? Are you sure it doesn't read 2/3 of all the mebers at a
meeting at which a quorum has been reached? 29 members should not be able to change such important documents as your By-Laws.
Maybe I got it wrong.
Our Association's quorum is 30% of 338 members but it takes a majority of all the members to amend our By-Laws.
DorothyH.
RogerB (Colorado)
Posts: 5,067
Posted:
Quorum and amendment requirements should provide a high enough bar to prevent a small group from controlling. At the same time the bar must be low enough to conduct necessary business. My experience is the bar must be set quite low due to the apathy in most HOAs. I think:
a) a quorum of 20% is usually a good compromise;
b) for amending By-laws, which deal only with organizational structure, approval of a simple majority of a quorum is acceptable; and
c) for amending the Declaration 2/3 written approval of all members.

Dorothy, with 338 members how many times have you not been able to hold a meeting because a quorum of 102 members was not achieved? And how many times have you amended your By-laws when it takes 169 members voting to approve?

CalvinC (Florida)
Posts: 20
Posted:
I am new to this and am trying to figure this out. According to our managment company they say we need a 2/3 vote for things like changing covenants and special assesments. They say only the board needs to vote on changing bylaws and guidelines such as architecture. Does this sound normal?
RogerB (Colorado)
Posts: 5,067
Posted:
Calvin, all of these items should be defined by your Declaration and By-laws. Your management company is probably right on the 2/3 for amending Covenants and the Board setting architectural guidelines; and possibly correct for the special assessment and amending By-laws.
LisaS (Illinois)
Posts: 341
Posted:
Calvin...similar in our association. We require a 2/3 vote for CCR's to change (out approx. 200 of 300 total owners). For other items (big purchases, projects, Architectural review, etc)it takes only majority of Board approval (3 of 5 members)

DorothyH (Florida)
Posts: 23
Posted:
Roger, it has been hard at times to get a quorum but we have always succeeded
with a little bit of effort on our part. Ours is an old Association not too restrictive because
we have only 1/3 of the lots developed in our subdivision but
all lots have been sold and resold over the years. At fist our Board could amend our By-Laws at any time
they saw fit and this was abused so with a little leg work
and communication we amended them so that a majority of the members
can only amend the By-Laws now. Oher than a few restrictions on the land use we have managed almost
30 years now to keep things running with a few bumps in the road.
It can be a disaster when so few a people have the authority to amend any
of the governing documents of an association. DorothyH

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