 |
 |
 |
Brandywine Condominium Association
DECLARATION OF CONDOMINIUM as adopted January 2,
2006
and amended December
2, 2008, December 7, 2009, January 23, 2012 and
December 7, 2021.
BYLAWS Exhibit "D' to the Declaration
of Condominium
AMENDED AND RESTATED
2. MEMBERS' MEETINGS -
A. Membership. The affairs of the Association shall be managed by a Board of seven (7) Directors. Directors shall be elected, from among unit owners or their spouses, by a majority of those voting by balloting at the Annual Meeting of the unit owners.
B. Term. The term of each Director's service shall be for two (2) years until his successor is duly elected and qualified or until he is removed in the manner elsewhere provided. In order to provide for continuity of experience, Board vacancies are filled at ' each Annual Meeting by electing four (4) Directors at one Annual Meeting and three (3) Directors at the next Annual Meeting.
C. Vacancies of Unexpired Terms. Except as to vacancies occasioned by removal of Directors by the unit owners, vacancies on the Board of Directors shall be filled by a majority vote of the remaining Directors. Any Director so elected shall hold office for unexpired term of the seat being filled.
(1) Any Director may be recalled and removed, with or without cause, by the concurrence of a majority of all of the voting interests of the Association, either by written agreement, or at a Special Meeting of the unit owners called for that purpose, which said Special Meeting may be called by a majority of the Board of Directors or must be called by the Board of Directors on a petition of ten percent (10%) of the voting interests of the Association. Such procedures must be in accordance with Chapter 718, Florida Statutes, and the relevant provisions of the Florida Administrative Code. The vacancy in the Board of Directors created at such meeting shall be filled by the voting interests of the Association at the same meeting.
(2) Any Director may resign at any time by sending or
personally delivering a written notice of resignation to the Association,
addressed to the Secretary. The resignation shall take effect on receipt
thereof by the Secretary, unless a different time is stated therein. A
Director shall be deemed to have resigned from the Board of Directors
automatically where:
(a) A Director is absent from more than three (3) consecutive regular
meetings of the Board of Directors, unless excused by a resolution of
the Board of Directors; or
(b) A Director is more than forty-five (45) days delinquent in the payment of assessment; or
(c) A Director ceases to be a unit owner in the Condominium, except in those instances when a unit is owned by a partnership, corporation or trust. In such an event any officer, partner or trustee of that unit owner, or spouse of any such officer, partner or trustee, shall be eligible to serve as a member of the Board of Directors.
A Director shall deliver to the Board of Directors any and all records of the Association in his possession or control within seventy-two (72) hours of the effective date of his resignation.
D. MEETINGS
(I) Regular Meetings of the Board of Directors shall be held not less frequently than quarterly, at such date, time and place as shall be determined by a majority of the Directors. Notice of regular meetings shall be given to each Director personally or by mail, telephone, e-mail or fax at least three (3) days prior to the day named for the meeting. Meetings of the Board shall be open to all Unit Owners and notice of such meetings shall be posted conspicuously at the Condominium property forty-eight (48) consecutive hours in advance for the attention of the members, except in the event of an emergency.
(2) Special Meetings of the Board of Directors may be called by the President, and in his absence, the Vice-President, and must be called by the Secretary at the written request of one-third (1/3) of the Directors. Except in an emergency, not less than forty-eight (48) hours notice of such meeting shall be given personally or by telephone, fax, or e-mail which notice shall state the date, time, place, and purpose of the meeting. The business conducted at a special meeting shall be limited to that stated in the notice of the meeting.
(3) Waiver of Notice. Any Director may waive notice of a meeting before, at or after the meeting and such waiver shall be deemed equivalent to the giving of notice. Attendance by any Director at any meeting shall constitute waiver of notice of the meeting, except when the attendance is for the express purpose of objecting at the beginning of the meeting to the transaction of business because the meeting is not lawfully called.
E. Notice to Owners and Owner Participation - Notices of Board meetings, and meetings of committees to make recommendations regarding the Association budget or which has the authority to take action on behalf of the Board shall be posted conspicuously on the Condominium property at least forty-eight (48) continuous hours in advance for the attention of unit owners, except in an emergency. Notices shall specifically incorporate any identification of agenda items. Any item not included on the notice may be taken up on an emergency basis by at least a majority plus one of the members of the Board. Such emergency action shall be notified and ratified at the next regular meeting of the Board. Meetings at which a regular assessment is to be considered shall contain a statement that assessments will be considered and the nature of such assessments. However, written notice of any meeting at which non-emergency special assessments, or at which amendments to rules regarding unit use will be proposed, discussed, or approved, shall be mailed or delivered to the unit owners and posted conspicuously on the Condominium property not less than fourteen (14) continuous days prior to the meeting. Evidence of compliance with this fourteen (14) day notice shall be by an affidavit executed by the Secretary and filing among the official records of the Association. Upon prior notice to the unit owners, the Board shall by duly adopted rule designate a specific location on the Condominium property upon which notices of Board meetings shall be posted. Meetings of the Board of Directors and any committee thereof required to give notice pursuant to this Section, at which a quorum of the members of that committee are present shall be open to all unit owners. The right to attend such meetings includes the right to speak with reference to all identified agenda items provided, however, the Association may adopt reasonable rules governing the frequency, duration and manner of unit owner participation. Such rules must be adopted in advance and in written form. Unit owners shall have the right to tape record or videotape the meetings of the Board of Directors or Committee subject and pursuant to Rules adopted from time to time by the Division of Florida Land Sales, Condominiums and Mobile Homes.
F. A Quorum at Directors' Meetings shall consist of a majority of the entire Board. The acts approved by a majority shall constitute the acts of the Board of Directors. Directors may not vote by proxy or by secret ballot at Board meetings, except that officers may be elected by secret ballot, and a vote or abstention for each member present shall be recorded in the minutes. If at any meeting of the Board of Directors there be less than a quorum present, the majority of those present may adjourn the meeting from time to time until a quorum is present. At any adjourned meeting any business which might have been transacted at the meeting as originally called may be transacted without further notice.
G. The Presiding Officer of Directors meetings shall be the President of the Board. If such officer is absent, then the Vice-President shall preside. In the absence of either presiding officer, the Directors present shall designate one of their number to preside.
Association address
Brandywine Condominium Association
1398 S. Brandywine Circle
Fort Myers, FL 33919
Phone: 239-481-2326
Fax: 239-481-0744
E-Mail: brandywinecondo@embarqmail.com