DOCUMENT AMENDMENT Presented for Courtney & Courtney By: Melissa M DOCUMENT AMENDMENT Presented for Courtney & Courtney By: Melissa M. Garcia April 23, 2016

What To Amend / Hierarchy Declaration (Covenants, CC&Rs) Articles of Incorporation Bylaws Rules, Guidelines, Policies

Why Amend? General Reasons Inconsistent provisions Contrary to law Limitations / No flexibility Certain provisions may no longer be desirable Obsolete Gaps / Silent Ambiguity

Adopting a Rule / Resolution What is a rule? What is a resolution? Ambiguous provisions Remember the hierarchy Criteria of a Valid and Enforceable Rule

General Amendment Considerations Who should draft? Document specific approval requirement Different processes for obtaining approval Rewrite vs. limited amendments Clarifying or defining vs. amending

Amendment Process - Declaration Document specific More than 50% but no greater than 67% (except for limited exceptions) Owner approval necessary: at meeting, by mail, written consent Potential mortgagee approval Court petition process

Amendment Process - Bylaws Document specific Can Board amend? Unless a particular bylaw expressly prohibits Board from amending, then: If Pre-CCIOA: Board can amend except for quorum If Post-CCIOA: Board can amend except for quorum, terms and qualifications of directors, and powers & duties of Board

Amendment Process: Rules, Guidelines Policies & Procedures Board amends unilaterally Exceptions: Document specific for Design Guidelines Rare, but sometimes rules require Owner approval Stricter scrutiny by court Follow policy on adoption of policies, procedures, rules & regulations

Best Practices for Obtaining Approval Make wish list; brainstorm with community Form document amendment committee Obtain owner input Post documents on website Hold informational meetings After input, remove or revise red flag provisions Make it easy for them to vote

Questions. Melissa M. Garcia mgarcia@hindmansanchez. com www Questions? Melissa M. Garcia mgarcia@hindmansanchez.com www.hindmansanchez.com