Goal of the ARCH Group

The goal of the ARCH Group is to obtain signed Ballots by Proxy to authorize a Special Member Meeting and to encourage the Members to vote on one or both of the proposed amendments.

 

When a ballot is solicited in advance, it is a "proxy".  This proxy allows the Member to approve another named Member to collect and vote for the Member.  A proxy is specifically limited in scope and time.  In the case of the ARCH, the proxies are limited to three items:

 

1) Request to call a Special Member Meeting

2) Vote Yes/No on Proposition 1

3) Vote Yes/No on Proposition 2

 

A proxy is valid ONLY for these three reasons and automatically expires after 11 months. It can be revoked at any time prior to calling the Meeting or holding the vote.  A proxy can be signed for the sole purpose of calling the Meeting without voting on the Propositions. The Member then has the right to vote at the meeting.

 

Once enough proxies are signed to constitute a quorum, which is 10% of the Voting Members, a time, place, and date for the Special Members Meeting will be announced. Per state law, this announcement must allow no fewer than 10 days and no more that 60 days notice to the Members.  A specific agenda will be provided and ALL Members will be allowed to vote on the amendments, not just the Members who signed proxies.

 

How are Bylaws changed?

The procedures to modify our Bylaws are described in Section 7.01.

 

7.01  AMENDMENTS.(In pertinent part)  These Bylaws may be amended at any regular or special meeting of the members by a vote of a majority of the votes entitled to be cast by the Voting Members present at such meeting, in person or by proxy…,

 

Because the 2013 and 2017 versions of our Bylaws are invalid for reasons we explain in other sections, for several months requests have been made to the Board to add a vote of these amendments to the March 10, 2018 Annual Member meeting. These requests have not been approved. Therefore, we are seeking to correct this situation at a Special Members Meeting.

 

So, Section 1.04B of our Bylaws becomes relevant.

 

B.  Special Meetings.  Special meetings of the members may be called at any time by the President, the Vice President, the Secretary or Treasurer, or by two (2) or more members of the Board, or upon written request of the members who have a right to vote ten percent (10%) of the votes entitled to be cast at the time of such call.  Any business, which may properly be conducted at an annual or regular meeting of the members, may also be conducted at any special meeting.

 

What this means is that if 10% of the Homeowners provide written request to hold a Member meeting, that meeting must be held. In this case the purpose of the meeting is to vote on the two proposed amendments.