RESTRICTIONS ON BUSINESS CONDUCTED
AT MEMBERSHIP MEETINGS

Members may conduct any business at membership meetings that is legal and proper. However, not all business is proper unless the entire membership has first received notice of the proposed business. As provided for in Corp. Code §7511(f), the following matters require prior notice:

• Removing a director without cause (Corp. Code §7222)
• Approving a transaction in which a director has a material financial interest (Corp. Code §7223)
• Filling any board vacancies that require a vote of the members (Corp. Code §7224)
• Amending the articles of incorporation (Corp. Code §7812)
• Dissolving the corporation (Corp. Code §8610)

Because of their significant nature, the following items also should not be voted on at membership meetings without first giving proper notice to the entire membership:

• Amending the CC&Rs
• Imposing a special assessment
• Increasing regular assessments
• Altering the common areas

Secret Ballot. As a practical matter, no action may be taken by motion at a membership meeting since all matters must now be voted on by secret written ballot.

Updated by ADAMS KESSLER 11/14/2007