What are the Board of Directors’ responsibilities?

Bylaws Article VIII, Section 1

The property, business and affairs of the Association shall be managed by its Board of Directors.  Except as may be otherwise provided by law, the Articles of Incorporation, the Amended Declaration of Covenants and Restrictions, or these By-Laws, all authority of the Association shall be exercised by or under the direction of the Board of Directors.  The Board of Directors shall have all powers permitted by Ohio law to be exercised by a nonprofit corporation and all powers conferred upon or permitted to be exercised by an owner’s association of a planned community as defined and provided for in Ohio Revised Code Chapter 5312.  Without limiting the general authority of the Board of Directors, the Board of Directors shall be authorized and empowered to:

(a)           To engage the services of a manager or managing agent and to delegate all or any portion of its authority to discharge its responsibilities to the manager or managing agent. 

(b)           To borrow money and incur indebtedness for the purpose and use of the Association; to cause to be executed, issued, and delivered for the indebtedness,  in the Association’s name,  promissory notes, bonds, debentures, or other evidences of indebtedness; and to secure repayment by deeds of trust, mortgages, pledges, hypothecations, or otherwise.

(c)           To assume any obligations, enter into any contracts, or do any acts incidental to the transaction of the Association’s business or the attainment of its corporate purposes.

(d)           To sell, convey, alienate, transfer, lease, assign, exchange, and otherwise dispose of, and to mortgage, pledge, hypothecate, and otherwise encumber, the real and personal property of the Association.

(e)           To purchase, hold, lease, or otherwise acquire real and personal property on behalf of the Association.

(f)            To establish committees as deemed appropriate, and to delegate to any committee any of the powers and authority of the Board in the management of the business and affairs of the Association.

(g)           To adopt and amend  rules and regulations as it deems advisable concerning  the maintenance, conservation, use and enjoyment of the various properties, facilities, and common areas owned, leased, controlled or maintained by the Association, including, without limitation, the establishment of charges for admission to or the use thereof.

(h)           To adopt and amend rules and regulations as it deems advisable for the health, comfort, safety and general welfare of the members.

(i)            To adopt rules, regulations and standards concerning  the examination and copying of the books, records and minutes of the Association, including, without limitation, the type of documents subject to examination and copying, the times and locations at which the documents may be examined and copied, and the fees for the copying of documents.

(j)            To adopt, assess, enforce and collect fines and penalties for violations of the Rules and Regulations of the Association.

(k)           To enforce compliance with any term, provision or covenant of the Amended Declaration of Covenants and Restrictions, the Rules and Regulations of the Association, and these By-Laws, including, without limitation, the power, right and authority to do any of the following if, after giving not less than fourteen days written notice of any breach or violation to the lot owner or occupant, such lot owner or occupant has failed to alleviate, terminate, or proceed with due diligence to alleviate or terminate such breach or violation:

                (i)            Enter upon the lot to summarily abate and/or remove any violation or breach,  or to take such steps as may be necessary to cure the violation or breach, and to charge to the lot owner the costs incurred to remedy same and any damages to which the Association may be entitled;

                (ii)           Obtain injunctive relief and/or damages from any court of proper jurisdiction;  and

                (iii)          To suspend or restrict membership rights and privileges, including, without limitation, voting rights and the right to  the use and enjoyment of the facilities, properties and common areas owned, maintained or controlled by the Association.

                 (l)           Take all actions deemed necessary or advisable to comply with all requirements of law, the Articles of Incorporation, the Declaration of Covenants and Restrictions, and these By-Laws.

Category: Board of Directors Questions
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