Meetings

Meeing of Members

Annual Meetings

The first annual meeting of the Members and each subsequent regular annual meeting of the Members shall be held in May of each year, at a time and place within the State of Maryland selected by the Board of Directors of the Association. If the day for the annual meeting of the Members is a legal holiday, the meeting will be held on the first day following which is not a legal holiday.

See By-Laws: Article II Section 1

Special Meetings

Special meetings of the Members may be called at any time by the President or by the Board of Directors, or upon written request of the Members who are (1) entitled to vote one-third (a) of all of the votes of the Class A membership, or (in) entitled to vote one-third (a) of all of the votes of the Class B membership.

See By-Laws: Article II Section 2

Notice of Meetings

Written notice of each meeting of the Members shall be given by, or at the direction of, the Secretary or person authorized to call the meeting, by mailing a copy of such notice, postage prepaid, at least fifteen (15) days but not more than sixty (60) days before such meeting to each Member entitled to vote thereat, addressed to the Member's address last appearing on the books of the Association, or supplied by such Member to the Association for the purpose of notice. Such notice shall specify the place, day and hour of the meeting, and, in the case of a special meeting, the purpose of the meeting. Notice of meetings may also be provided by Electronic Transmission in accordance with Section 6. of this Article Ill of these By-Laws.

See By-Laws: Article II Section 3

Quorum

The presence at the meeting of Members or of proxies entitled to cast ten percent (10%) of the votes of each class of membership shall constitute a quorum for any action except as otherwise provided in the Articles of Incorporation, the Declaration, these By-Laws or applicable law. If, however, such quorum shall not be present or represented at any meeting, the Members entitled to vote at the meeting shall have power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum as aforesaid shall be present or be represented or such lesser amount as permitted under applicable Maryland law.

See By-Laws: Article II Section 4

Proxies

At all meetings of Members, each Member may vote in person or by proxy. All proxies shall be in writing and filed with the Secretary. Every proxy shall be revocable and shall automatically cease upon conveyance by the Member of his Lot.

See By-Laws: Article II Section 5

Electronic Transmission of Notices

Subject to any applicable laws, notice of meetings and delivery of information to Members may be made by Electronic Transmission if:

(1) the Board authorizes the Association to deliver notices of meetings and other information to Members by Electronic Transmission;

(2) the Member provides prior written authorization to provide notice of meetings or deliver information by Electronic Transmission to the Board, and

(3) an officer or agent of the Association certifies in writing that the Association has provided notice of a meeting or delivered material or information as authorized by the Member.

Notwithstanding the foregoing, any inadvertent failure to deliver notice by Electronic Transmission does not invalidate any meeting or other action.

For purposes of [the above], Electronic Transmission shall be considered to be ineffective if:

(a) The Association is unable to deliver two (2) consecutive notices; and

(b) The inability to deliver the notice by Electronic Transmission becomes known to the person responsible for sending such Electronic Transmission.

In addition to the foregoing. provided that the same has been approved by the Board of Directors of the Association, and a formal procedure therefore adopted and promulgated to the Members, proxies and other required filings with the Secretary of the Association may be delivered to the Secretary of the Association by Electronic Transmission, in accordance with the provisions of 811B-113.2 of the Real Property Article, Annotated Code of Maryland, as amended from time to time, and votes may be cast by Members in accordance with the provisions of 811B-113.2, Real Property Article, Annotated Code of Maryland, as amended from time to time or superseded.

See By-Laws: Article II Section 5

Meeting of Directors

Regular Meetings

Regular meetings of the Board of Directors shall be held at least annually [...], at such place and hour as may be fixed from time to time by resolution of the Board of Directors. Should said meeting fall upon a legal holiday, then that meeting shall be held at the same time on the next day which is not a legal holiday.

See By-Laws: Article IV Section 1

Special Meetings

Special meetings of the Board of Directors shall be held when called by the President of the Association, or by any two (2) directors, after not less than three (3) days notice to each director.

See By-Laws: Article IV Section 2

Quorum

A majority of the number of directors shall constitute a quorum for the transaction of business. Every act or decision done or made by a majority of the directors present at a duly held meeting at which a quorum is present shall be regarded as the act of the Board of Directors.

See By-Laws: Article IV Section 3

Board Meetings Which May Be Closed

A meeting of the Board may be held in closed session only for the purposes set forth in Section 11B-111 of the Real Property Article, Annotated Code of Maryland, as amended from time to time. If a meeting is held in closed session, a statement of the time, place, and purpose of such meeting, the record of the vote of each board member by which such meeting was closed, and the authority under this section for closing such meeting shall be included in the minutes of the next meeting of the Board.

See By-Laws: Article VII Section 3