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200501617 <br />2. VOTING RIGHTS. The Association shall have two classes of voting Members, Class <br />A Members and Class B Members, defined as follows: <br />(a) CLASS A: Class A Members shall be all Owners, with the exception of Declarant, <br />Each Class A Member shall be entitled to one vote for each Lot owned, When there shall <br />be more than one person or entity holding an interest in any Lot, all such persons or <br />entities or both, shall be Members; PROVIDED, HOWEVER that the vote for such Lot <br />shall he exercised as such persons or entities or both shall determine, but in no event shall <br />more than one vote be cast with respect to any one Lot. <br />(b) CLASS B: Class B Members shall be Declarant, who shall be entitled to one more <br />vote than the total of the Class A Members. Class B Membership shall terminate and be <br />converted into Class A Membership upon either Declarant no longer having an ownership <br />interest in the Property or Declarant relinquishing Declarants' Class B Membership in <br />Association. <br />3. ANNUAL MEETINGS. The Members shall hold annual meetings. The annual <br />meeting shall be tentatively held on the last Tuesday of February at 7:00 p.m. Written notice of <br />the annual meeting shall be delivered or mailed by the Secretary, at least 10 days prior to the <br />meeting, to each Member entitled to vote. At each annual meeting, the Members shall elect <br />officers and transact such other business as shall be stated in the notice of the meeting. <br />4. QUORUM. At all meetings of the Members, a quorum is present throughout any <br />meeting of the Association if Members entitled to cast 60% of the total votes of the Association <br />are present in person or by proxy unless these Declarations specifically require otherwise <br />5. ADOPT RULES. The Members of the Association may adopt rules and regulations <br />for the governance of the Association not inconsistent with the provisions of these Declarations. <br />6. VOTE BY PROXY. At any meeting of the Members, every Member may vote in <br />person or by proxy appointed by an instrument in writing by such Member. <br />7. SPECIAL MEETINGS. Special meetings of the Members for any purpose may be <br />called by the President of the association or at the request in writing of at least four members <br />entitled to vote. The request shall state the purpose of the meeting. Written notice of any special <br />meeting, stating the purpose of the meeting, shall be delivered or mailed to each Member entitled <br />to vote. <br />8. OFFICERS. The officers of the Association shall be elected by the Members and shall <br />consist of a President, Vice President, Secretary and Treasurer. Each officer shall be a Member <br />of the Association. Any two or more offices may he held by the same person, except the office of <br />President and Vice President and except the offices of President and Secretary. At the first <br />annual meeting of the Members, the Members shall choose a President and a Vice President, <br />Secretary and Treasurer. The Members may appoint other officers and agents, and delegate <br />such authority as the Members may determine. The Declarant may hold all of the offices, until <br />there is more than one member. <br />9. TERM OF OFFICE. The officers of the Association shall hold office for one year or <br />until their successors are elected. Any officer elected by the Members may be removed at any <br />time by the affirmative vote of the majority of all the Members. If any office becomes vacant, the <br />Members shall elect a successor who shall hold office until the next annual meeting. <br />10. MANAGEMENT. The property and the daily business of the Association shall be <br />managed by its officers. <br />11. DUTIES OF PRESIDENT. The President shall be the chief executive officer of the <br />Association, preside at all meetings of the Members, and carry out all orders and resolutions of <br />the Members. The President shall execute contracts on behalf of the Association, except when <br />such authority is expressly delegated by the Members to some other officer or agent, of the <br />Association. <br />