A vacancy may occur either in a director position or officer position. A vacancy in a director position may occur due to the resignation, removal, death or other event in which the board may declare that a director’s position is vacant (Corp. Code §7221). A vacancy may also occur due to removal of the director without cause by a vote of the members (Corp. Code §7221). When the board declares that a vacancy exists, the board typically has the right to fill the vacant director’s position (Corp. Code §7224). However, unless the articles of incorporation or a bylaw approved by the members provide for the board to fill a vacancy created when the members vote to remove a director, the members have the right to fill the vacancy in an election (Corp. Code §7224). Although the articles or bylaws may provide otherwise, generally officers are chosen by the board, serve at the pleasure of the board, and thus may be removed and appointed by a board vote only (Corp. Code §7213). Caveat: Care is needed when reading the bylaws so as not to confuse the common right of a board to remove and replace an officer with the common obligation requiring a vote of the members to remove and replace a director.
CC&Rs often include restrictions on the kinds of vehicles that may be parked in the community and parking generally. Frequently, these restrictions can be supplemented with board adopted rules. Such restrictions and rules are enforceable by an association via the enforcement procedures provided in the governing documents and California Civil Code section 5850 et seq. Additionally, restrictions on private street and other common area parking may be enforced through towing in accordance with California Vehicle Code section 22658.
Vendors supply goods and services to an association for compensation. They are typically independent contractors (not employees), and should always be properly licensed and insured in order to serve the association.
In California, there is no common law right to a view. Hence any right to a view must be granted either in the CC&Rs or by language in a deed or grant of easement. The scope of the view right is defined by the language in the documents. No owner is entitled to have an unobstructed view from his unit/lot unless there is specific view protection language in the governing documents or other recorded document, even when the owner paid a premium for a “view lot.” Pacifica Homeowners’ Ass’n v. Wesley Palms Ret. Cmty. (1986) 178 Cal.App.3d 1147, 1150 [224 Cal.Rptr. 380]).
Voting is the act of a director (i.e., board member) or the act of a member of an association to express a preference or choice on a decision to be made by the board or membership, respectively. Voting on certain specified issues, including election or removal of board members, must be done using a secret ballot, double-envelope system as provided in Civil Code section 5100 et seq. Wherever the secret ballot, double envelope system is not required by law or an association’s governing documents, other methods of casting owner votes may be used. These methods are often described in an association’s bylaws and may include voice voting, hand raising, using paper ballots, and conducting a vote entirely by mail using a “Written Ballot” which requires following the explicit procedures found in Corporations Code section 7513. “Vote” is also defined in Corporations Code section 5077.
Corporations Code section 5078 defines “voting power” as the power to vote to elect directors at the time any determination of voting power is made. In CIDs and non-CIDs, the voting power can be affected by the developer’s votes that may provide greater than one vote per separate interest, by sales of new homes to owners, and by new areas being annexed to the development. As the voting power increases or decreases for any given vote, it will often affect the number of votes needed to constitute a quorum and the applicable majority needed to approve the action on which the members are voting.