Quorum issue, math 101 on CCR amentments

I was piggy-backing on another post, and think I should start a new one to have expert help determining our quorum to pass any HOA amendments. I will give you the details in our bylaws: As written: 1) A quorum for the transaction of business at any such meeting shall consist of one third of the ownership interests of the corporation . (This is under an Article in our By-laws titled Membership}. Then we have a separate, additional Article in our By-laws titled Amendments that says "Section 1: An amendment to these by-laws may be proposed at any annual meeting of the membership OR at a special meeting called for that purpose, with notice clearly setting forth the propsed amendment. Section 2: An amendment to these By-laws may be adopted by a majority at any annual meeting of the membership or at a special meeting for that purpose, with notice clearly setting forth the proposed amendment." We have 175 homes. Please give me your best guess estimate of the quorum of yes votes needed to pass any amendment to our CCRs,(not bylaws) and/or rewrite of our CCRs and Bylaws as a package deal. No mention of quorum for CCR amendments in our documents. All documents recorded were prior to inception of 720 (HOA), and WERE revitalized last year in total so that they would fall under 720, and not just 617. Totally confused, thanks, Dana

Dana,
This is simple math---101 as you said.
A quorum: of members to transact any business is 1/3rd or 58 of your total members (175)

Amendments:annual or special meetings, after a quorum of 58 is attained, then you need 88 yes vote to pass the proposal---50% + 1

Dana, your CC&Rs are you Covenants, Articles, and ByLaws. Each and every section MUST have the identicle percentages required. That's the law otherwise, they are in conflict with each other and the Covenants are the prevailing document, then your Articles and finally the Bylaws.
Remember, all numbers must match in each section.

AND ALSO REMEMBER THAT A QUORUM OF YOUR BOARD MUST BE PRESENT BEFORE ANY MEETING CAN BE CONDUCTED. If you have 5 BOD, then 3 must be present for a valid meeting.

Joe,
This covenant statement is a perfect example of why associations have so much difficulty in interpretating their own documents.

I read the "Section 2 as --"an amendment to these bylaws may be adopted by a majority at any annual meeting of the membership or at a special"-------

OKay, here is the part where we can all disagree on. It does not state what the majority of what is. Is it the entire membership or the members in attendance? It is way too ambiguous. Entire membership would be the fair thing and majority of the quorum is only 30 people out of 175 members.

I really feel that Dana's Board should get a legal opinion on that one. The State Statute says that an amendment shall pass if 2/3rds of the membership votes yes (sticky part) UNLESS the governing documents allow for a lower number. Well, 30 to me is really alot lower than it should be allowed. Okay, is this Greek or what so lets figure this one out.

Joe,
It (State Statutes) allows for a lower number than 2/3rds of the membership. Some associations use "MAJORITY which would be HALF plus 1. Talk about a need for some uniformity. Unfortunately, all of these dang documents were drafted by lawyers and those guys will never agree on anything and depending on where they are, they go with their own beat. Our original documents were drafted by a lawyer via an internet set. Needless to say, they are history.

Ann,
Jumping in to a post is always welcome as we are not doing these as solo opinions. Yes, your math is right. It sure is easier to halve even numbers. Thanks,

Thanks for the input. Hence my confusion. Should I bring this up as a motion to get an attorney opinion letter at the next BOD meeting? If I ask my President about it, he will most likely give me his own personal interpretation, state it as fact, and say we don't need to pay for an opinion letter (way he operates, very dictator-like). This quorum topic has not even been brought up. Our President has a personal agenda to get a rewrite of our CCRs passed quietly next year, which will have some major restrictions not currently in our CCRs, like rental restrictions, guest restrictions, etc. If the majority of owners pass the new CCRs, fine, but 30 or 175 could have the power to do so? Ouch. We have a dysfunctional BOD IMO, 6 of 9 have been on BOD for years and the BOD operates with "we've always done it this way" attitude. I am a thorn in their side since coming on board and I have only the support of the two other new BODs. I also am not authorized to contact the attorney, as only our President can. I feel my hands are tied in most issues that need to be addressed, and have to ask for guidance from this forum. Thanks.