• President: Manages operations, subject to BOD control, and signs contracts with the Secretary or Assistant Secretary. Must be a Director (By-Laws, Sections 6.05, 8.02).
• Vice President: Performs duties assigned by the BOD or President, acts for the President if absent, and can sign contracts (By-Laws, Sections 6.06, 8.02).
• Secretary: Keeps minutes, member lists, non-financial records, and handles notices; attests to contracts (By-Laws, Sections 6.07, 8.02).
• Treasurer: Manages financial records, funds, deposits, and disbursements; signs checks with another officer (By-Laws, Sections 6.09, 8.01).
• Assistant Secretary/Assistant Treasurer: Perform duties assigned by the BOD or President; Assistant Treasurer can sign checks (By-Laws, Sections 6.08, 6.10, 8.01).

The BOD’s powers are limited by the governing documents and laws:

• No Assessments on Developer: The BOD cannot levy charges against the Developer or the Association itself (Articles, Article II; Declaration, Paragraph 81).
• No Member Expulsion: The BOD cannot expel members, though it can suspend voting rights and facility access (Articles, Article V; Declaration, Paragraph 88).
• Contract Term Limits: Management contracts cannot exceed three years and must allow termination with 90 days’ notice (Declaration, Paragraph 71).
• No Conflicting Amendments: The BOD cannot propose amendments to the Articles that conflict with restrictive covenants (Articles, Article XI).
• No Initial Control Over Development Committee: Until the Developer relinquishes control, the BOD cannot appoint or remove Development Control Committee members (Declaration, Paragraph 2).
• No Liability for Committee Actions: The BOD is not responsible for defects in plans or work approved by the Development Control Committee (Declaration, Paragraph 61).
• Subordinate Liens: Assessment liens are subordinate to first mortgages, and foreclosure extinguishes prior liens (Declaration, Paragraph 87).
• Quorum Requirements: BOD actions require a majority quorum (three of five Directors) or a majority of existing Directors for vacancies (By-Laws, Section 5.07).
• Member Approval for Special Assessments: Special assessments require member approval at a meeting with a 60% quorum (or 30% at a subsequent meeting) (Declaration, Paragraph 84).

• No Independent Authority: Officers act under BOD or President direction and cannot set assessments or amend By-Laws (By-Laws, Sections 6.05-6.10).
• President and Secretary Separation: One person cannot hold both offices simultaneously (By-Laws, Section 6.01).
• Limited Financial Authority: Checks require two officer signatures, including the Treasurer or Assistant Treasurer (By-Laws, Section 8.01).
• No Rule-Making: Officers cannot adopt rules for Association property (By-Laws, Section 5.08).
• No Suspension Power: Only the BOD can suspend member privileges (Articles, Article V; Declaration, Paragraph 88).
• No Direct Enforcement: Officers cannot independently initiate legal actions or foreclose liens (Articles, Article II; Declaration, Paragraph 86).

• Special Assessments for Capital Improvements or Operating Deficits: The BOD cannot levy special assessments without the assent of a majority of votes cast by members (in person or by proxy) at a meeting called for this purpose. The meeting requires a quorum of 60% of all membership votes (or 30% at a subsequent meeting held within 60 days if the initial quorum is not met) (Declaration, Paragraphs 83-84).
• Election of Directors: Members elect the BOD at the annual meeting in February, with two Directors elected in one year and three in the next for staggered two-year terms (By-Laws, Section 5.01).
• Removal of Directors: Members can remove Directors with or without cause at a special meeting, provided the number of votes cast for removal would suffice to elect the Director(s) at a regular election. A successor must be elected at the same meeting (By-Laws, Section 5.11).
• Amendment of Restrictions: The Covenants and Restrictions run with the land until January 1, 2080, and can be changed (in whole or in part) only by a vote of the owners of a majority of the numbered lots in the Development (Declaration, Paragraph 99).

• Professional Management Contracts: The BOD can enter contracts for professional management, but these cannot exceed three years and must allow termination by either party with 90 days’ notice without a fee. The documents do not explicitly require member notification or approval for entering such contracts, suggesting the BOD has discretion to execute them without prior member input (Declaration, Paragraph 71).
• General Contracts: Contracts (other than checks or promissory notes) must be executed by the President or Vice President and attested by the Secretary or Assistant Secretary (By-Laws, Section 8.02). There is no explicit requirement to notify members before entering contracts, unless they involve special assessments (e.g., for significant capital improvements), which require member approval (Declaration, Paragraph 83).
• Notification for Special Assessments Related to Contracts: If a contract involves costs requiring a special assessment (e.g., for capital improvements or operating deficits), members must be notified of a meeting to vote on the assessment. Written notice must be sent 30 to 60 days in advance, specifying the purpose, and a 60% quorum is needed (or 30% at a subsequent meeting) (Declaration, Paragraph 84).
• Member Access to Records: Members can inspect Association books and records (including financial records that may detail contracts) for a proper purpose at reasonable times, which indirectly allows members to review contracts after they are executed (By-Laws, Section 7.01).
• Assessment Certificates: Upon demand, the BOD must provide a certificate stating whether assessments (which may relate to contracts) on a lot have been paid, for a reasonable charge, but this is reactive rather than proactive notification (Declaration, Paragraph 86).

• No Legal Restriction: The governing documents do not limit BOD powers during a petition process. The BOD retains authority to manage the Association, set assessments, enforce covenants, and enter contracts (By-Laws, Section 5.08; Articles, Article II).
• Continuity of Service: Directors serve until successors are chosen, ensuring continuity (By-Laws, Section 5.01).
• Petition Process: A petition signed by 10% of qualified voting homeowners triggers a special meeting within 30 days. If the BOD fails to issue a notice, a petition-signing member can organize the meeting (By-Laws, Section 4.03). Until a removal vote succeeds, the BOD’s duties are unaffected.
• Quorum and Function: A majority quorum (three of five Directors) is required for most actions, and a petition does not impact this unless multiple Directors are removed (By-Laws, Section 5.07).
• Practical Impact: A petition may create tension, but it does not legally halt BOD actions, including entering contracts or setting assessments.