ANTARES HOMEOWNERS ASSOCIATION
BYLAWS
PAGE 14
ARTICLE IV (cont.)
determined are required to be available at a specified point in time to repair, replace or restore those major components which the Association is obligated to maintain.
4.7. Vacancies.
Vacancies on the Board caused by any reason other than the removal of a Director by a vote of
the Members shall be filled by vote of a majority of the remaining Directors, even though they
may constitute less than a quorum. Any vacancy caused by the removal of a Director shall be
filled by a vote of the Members. A Director may resign at any time by giving notice to the
President, the Secretary or the Board. Any Director who ceases to be an Owner or an agent of
Declarant is deemed to have resigned from the Board. A vacancy is deemed to exist in case of
death, resignation, removal or judicial adjudication of mental incompetence of any Director, or in
case the Members fail to elect the full number of authorized Directors at any meeting at which
such election is to take place. Any vacancy not filled by the· Directors may be filled by vote of
the Members at the next annual meeting of the Members or at a special meeting of the Members
called for such purpose.
4.8. Removal of Directors.
At any regular or special meeting of the Members duly called, any one individual Director or the
entire Board may be removed prior to the expiration of their terms of office with or without
cause as·follows: (i) for so long as fewer than fifty (50) condominiums are included within the
Project,-by the vote of Members representing a majority of the Association's total voting power
(including votes attributable to Declarant), and (ii) once fifty (50) or more condominiums are
included within the Project, by the vote of Members representing a majority of a quorum of the
Members. Notwithstanding the foregoing, if the entire Board is not removed as a group pursuant
to a single vote, no individual Director may be removed if the number of votes cast against his
removal would be sufficient to elect such Director if voted cumulatively at an election at which
the same total number of votes were cast and the entire number of Directors authorized at the
time of the Director's most recent election were then being elected. Any Director whose removal
has been proposed by the Members must be given an opportunity to be heard at the meeting. If
any or all of the Directors are so removed at a meeting, new Directors may be elected at the same
meeting. Notwithstanding the foregoing, any Director who has been elected to office solely by
the votes of Members other than Declarant pursuant to Section 4.5(b) may be removed from
office prior to the expiration of his term of office only by the vote of at least a simple majority of
the Association's voting power residing in Members other than Declarant.
4.9. Organization Meeting of Board.
The first regular ("organization") meeting of a newly elected Board must be held within ten (10)
days of election of the Board, at such place as is fixed and announced by the Directors at the
meeting at which such Directors were elected, for the purpose of organization, election of
officers and the transaction of other business. No notice is necessary to the newly elected
Directors in order legally to constitute such meeting; provided that (a) a majority of the whole
Board is present when the time and place are announced at the annual meeting and (b) the