The Board of Directors shall be comprised of five (5) persons who each own at least one (1) Lot in Merrimac. Members of the Board of Directors shall be elected at each annual meeting. Each Director shall hold office for a term of two (2) years. Beginning with the 2012 annual meeting, all Directors shall be elected to serve a two (2) year term. At all annual meetings thereafter, all Directors whose positions come up for election shall be elected to serve a two (2) year term. Despite the expiration of a Directors term, the Director continues to serve until a successor is appointed or elected and qualified.
SECTION 14 BOARD OF DIRECTORS.
Section 14.1 Powers and Duties. The Board of Directors may act in all instances on behalf of the Association except as provided in this Declaration or the By-Laws. The Board shall have, subject to the limitations contained in this Declaration, the powers and duties necessary for the administration of the affairs of the Association and of the community which shall include, but not be limited to, the following:
(a) Adopt and amend By-Laws and rules and regulations;
(b) Adopt and amend budgets for revenues, expenditures and reserves;
(c) Collect assessments for Common Expenses from Owners;
(d) Hire and discharge managing agents;
(e) Hire and discharge employees and agents other than managing agents and independent contractors;
(f) Institute, defend or intervene in litigation or administrative proceedings or seek injunctive relief for violation of the Association's Declaration, By-Laws or rules and regulations in the Association's name on behalf of the Association or two or more Owners on matters affecting the community;
(g) Make contracts and incur liabilities;
(h) Regulate the use, maintenance, repair, replacement and modification of the Common Area;
(i) Cause additional improvements to be made as a part of the Common Area;
(j) Provide or hire others to provide landscape maintenance services for Owners;
(k) Acquire, hold, encumber and convey in the Association's name any right, title or interest to real property or personal property;
(l) Grant easements for any period of time including permanent easements; and leases, licenses and concessions for no more than one year through or over the Common Area;
(m) Impose and receive a payment, fee or charge for the use, rental or operation of the Common Area and for services provided to Owners;
(n) Impose a reasonable charge for late payment of assessments and, after Notice and Hearing, levy reasonable fines for violations of this Declaration, By-Laws, rules and regulations of the Association;
(o) Provide for the indemnification of the Association's officers and Board and maintain directors' and officers' liability insurance;
(p) Assign the Association's right to future income, including the right to receive Common Expense Assessments;
(q) Exercise any other powers conferred by this Declaration or the By-Laws;
(r) Exercise any other powers that may be exercised in this state by legal entities of the same type as the Association;
(s) Exercise any other powers necessary and proper for the governance and operation of the Association; and,
(t) By resolution, establish committees of directors, permanent and standing, to perform any of the above functions under specifically delegated administrative standards as designated in the resolution establishing the committee. All committees must maintain and publish notice of their actions to Owners and the Board. However, actions taken by a committee may be appealed to the Board by any Owner within forty-five (45) days of
publication of such notice and such committee action must be ratified, modified or rejected by the Board at its next regular meeting.
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