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<br />Section 3. Ouorum. A majority of the number of directors shall <br />constitute a quorum for the transaction of business. Every act or decision <br />done or made by a majority of the directors present at a duly held meeting at <br />which a quorum is present shall be regarded as the act of the Board. <br /> <br />ARTICLE VIII. <br />POWERS AND DUTIES OF THE BOARD OF DIRECTORS <br /> <br />Section 1. Powers. The Board of Directors shall have power to: <br /> <br />(a) suspend the voting rights of a member during any period in which <br />such member shall be in default in the payment of any assessment levied upon <br />the Association. Such rights may also be suspended after notice and hearing, <br />for a period not to exceed sixty (60) days for infraction of published rules <br />and regulations. <br /> <br />(b) exercise for the Association all powers, duties and authority vested <br />in or delegated to this Association and not reserved to the membership by <br />other provisions of these Bylaws, the Articles of Incorporation, or the <br />Declaration; <br /> <br />(c) declare the office of a member of the Board of Directors to be <br />vacant in the event such member shall be absent from three (3) consecutive <br />regular meetings of the Board of Directors; <br /> <br />(d) employ a manager, an independent contractor, or such other employees <br />as they deem necessary, and to prescribe their duties; and <br /> <br />Section 2. Duties. It shall be the duty of the Board of Directors to: <br /> <br />(a) cause to be kept a complete record of all its acts and corporate <br />affairs and to present a statement thereof to the members at the annual <br />meeting of the members, or at any special meeting when such statement is <br />requested in writing by one-fourth (1/4) of the Class A members who are <br />entitled to vote; <br /> <br />(b) supervise all officers, agents and employees of this Association, <br />and to see that their duties are properly performed; <br /> <br />(c) as more fully provided in the Declaration: <br /> <br />(i) fix the amount of the annual assessment against each Lot at <br />least thirty (30) days in advance of each annual assessment period; <br /> <br />(ii) send written notice of each assessment to every Owner subject <br />thereto at least thirty (30) days in advance of each annual assessment <br />period; and <br /> <br />-4- <br />