ADMENDMENT TO THE BY-LAWS

MY BOARD WOULD LIKE TO CHANGE SOME OF THE BY-LAWS FOR OUR ASSOCIATION WHICH HAVE NOT BEEN CHANGED SINCE 1988. WE WOULD LIKE TO CHANGE THE QUARM AND TERM OF SERVICE TO TWO YEARS AND ADD THE RIGHT TO FINE FOR NON-COMPLIENCE.THIS IS WHAT OUR DECLARATION OF CONVENANTS SAYS:
ARTICLE X

BY-LAWS- THE BY-LAWS OF THIS ASSOCIATION SHALL BE INITIALLY ADOPTED BY THE BOARD OF DIRECTORES.. THEREAFTER, THE BY-LAWS SHALL BE AMENDED, OR RESCINDED BY A MAJORITY VOTE OF THE BOARD OF DIRECTORES.
BUT THEN IT SAYS; AMENDMENTS:

ANY AMENDMENT OF THE ARTICLE SHALL REQUIRE ASSENT OR WRITTEN CONSENT OF THE MEMBERS ENTITLED TO CAST FIFTY ONE PERCENT OF THE TOTAL VOTES ABLE TO BE CAST AT ANY REGULAR OR SPECIAL MEETING OF THE MEMBERSHIP DULY CALLED AND CONVENED. NO SUCH AMENDMENT MAY DIMINISH ANY RIGHTS OF THE CLASS B MEMBER, HOWEVER, UNLESS JOINED IN BY SUCH CLASS B MEMBER.

SO CAN THE BOARD OF DIRECTORS AMEND THE BY-LAWS.

Ok... say it does. How does the amendment process work? How does it be come part of the legally filed paperwork?

Ruby - Your governing documents seem to be in contradiction. On the one hand it says the by-laws shall be amended, or rescinded by a majority vote of the board of directors, on the other it says that any amendment shall require assent or written consent of 51% of the members. Which one is it, the board decides or 51% of the membership (community at large)? Or is it that the board can only rescind the initial by-laws they adopted but 51% of the community must amend them? But that can't be because it wouldn't be an amendment, it would actually be an adoption of new by-laws. I will say this, a board that has the ability to amend by-laws whether such amendment diminishes owner rights or not, is a power I am glad my association does not expressly have. There are checks and balances in all governments and those that elected the board should be the majority that amends how the board governs. Gerald

Ken:

You learn as you go, if the previous board did its job all the documentation should be there and it should be easy to see how to do things. However, if they didn't that is why this board is here.

Sorry Ruby! I didn't mean to hijack your topic

My wife and I built our first house and during that first year tried to find the HOA. Finally, through our title company I got a name and number. After a couple more weeks We and several of our neighbors(new builds) met with him and discussed what we need to do to get it going again. We announced an open meeting let by the previous member and asked for voluteers for the new board. After that we mailed proxies and after two mailings got the votes we needed. We had our first meeting last months and elected officers and determined billing. We also discussed othere pressing topics such as insurance, maintenance of common area, etc.

So long story short. My wife and I started the calls and as a result of our hard work, I ended up being elected president. Even though I am a newbie, I understand the value of a HOA and want to make sure it is a value to it's members.

The Bylaws and the Articles (of incorporation) are two different documents. There is no discrepency in having different requirements to amend each.

Gerald, I read Ruby's post differently. I don't see anything about amending Article X of the Declaration. Her question is about amending the By-laws. What she stated is Article X of the Declaration with the requirements for amending the By-laws and, I think, the Articles of incorporation.

Actually, here is another take on this interpretation.
Our bylaws were written in this way and it allows the Board to amend the bylaws because we have one general meeting of the membership a year at which any amendment to the bylaws must be ratified by (the next paragraph in our bylaws) 2/3rd vote of the general membership at the AGM.
This allows the Board to amend a bylaw which is out-of-date with our practices and then have the general membership ratify this, or not at our AGM.
It gives the Board the power to try out some amendments to bylaws that may work or not and then keeps the final power with the general membership.

The board wants to possibly adopt or incorporate more updated by-laws here in Wa. state.
The last admendment was before the present board, back in 1989. How, or what steps do we take to find out about other, more recent, by-laws of other condo complexes?
Mary

To everyone posting regarding BY-LAWS and COVENANTS.

Please be sure you are referring to the proper documents.

By-laws generally govern/discuss/control/guide such administrative things as the elections of directors, how voting is to occur, the types of committees allowed, and so forth.

They are the operating "manual" (so to speak) of the ASSOCIATION or the BOARD and generally do not involve the restrictive covenants by which each individual association member must comply.

The restrictive covenants are what might be considered the "binding elements" of the homeowner in regards to what s/he can and can't do on or with the property.

By-laws many times can be amended by BOARDS.

Restrictive covenants, on the other hand, can often only be amended by the entire membership.

So if someone's association has by-laws that are separate from the restrictive (deed) covenants, and the documents allow the board to amend those (to set such things as director terms, officer terms, board quorum requirements, etc), then that is one thing.

But it is rare (though not unheard of) for the restrictions that run with the land to be able to be amended (altered, changed) by the board alone.

The confusion comes in oftentimes because people refer to both documents as "by-laws" instead of "by-laws" and "deed/restrictive covenants."

I know. I was boomeranging of the earlier posts to respond to Mary's recent post where she mentions wanting to update the "by-laws."

Totally missed the date Donna, weird that it is almost exactly four years old.