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t 81-- r~o,3o0:~ 3. Quarwm. Fifty percent (50$) of the then incumbent Directors shall constitute a quorum for the transaction of business. Every act or decision done or made by a majority of-the then incumbent Directors present and voting at a Board of Directors meeting Which has a quorum gresent shall be regarded as an act of the Board, unless the Articles of Incorporation, these By-Law8, the Nebraska Non-Prsfit Corpa- ration Act or the Master Deed require a higher percentage of vates for specific action to be taken. 9, Proxies. A duly designated and qualified Director may give his proxy to another Director, in writing, for general or specific purposes. 5. First Annual Meeting. the first annual meeting of the Initial Deszgnat'~ed' Directors shall be called by the Initial Directors as provided in Article VI of the Articles of Incorporation. ARTICLE VI. Powers and Duties of the Board of Directors 1. Powers. With regard to each Condominium Property Regime, over which this corporation has management responsi- bility, the Board of Directors shall have power to: (a) Adopt and publish rules and regulations governing the use of the Common Elements including utilities ar:d facilities: and the personal conduct of the members and their guests thereon, and to establish penalties for the infraction thereof; tb) Suspend the voting rights and the right to use of the recreational facilities of a villa owner during any period in which such villa owner shall be. in default in the payment of any assessments levied by the Association. Such rights nsay also be suspended after notice and hearing, but for a period not to exceed sixty {60) days, foz in- fraction of published rules and regulations; {c) Exercise for the Association all powers, duties and authorities vested in or delegated to this As- sociation, and not reserved to the villa owners by the Master Deed; (d) Employ a manager, an independent contractor, or such other employees as they deem necessary, and to prescribe their duties. 2. Duties. It shall be the duty of the Board of Directors to: (a) Cause to be kept a complete record of all of its acts and corporate affairs and to present a statement thereof to the villa o~rners not less frequently than semi- annual.ly; (b) Supervise all officers, agents and employees of the Association and to see that their duties a-e properly perfor~aed; (c) Aa authorized in the Master Deed to: (2) Fix the amount of the assessments against each villa at least thirty (30) days in advance of each g~erai ass:ssasent. Assessments shall include prevision for rea~sanatale cash reserves to be established for periodic 'maintenance and replacement as well as far payment of current ~cpaxtss; ..;~_