communication, addressed to each Equity Member at the address given by the Equity Member to the Club for the purpose of notice. By reason of an individual’s status as an Equity Member, the member consents to electronic communication from the Club, including notice of meetings. Unless otherwise required by the California Law or these Bylaws, such notice shall be given not less than ten (10) days nor more than ninety (90) days prior to the fixed date for such meeting. If no address appears on the Club ’ s books and no other address has been given, and the Equity Member does not reside in any residence of the Seven Oaks Community, notice shall be deemed to have been given if notice is sent to that Equity Member by first-class mail or other written communication to the Club ’ s principal executive office. Adjourned Meetings and Notices Thereof . Any meeting of the Equity Members, Annual or Special, whether or not a quorum is present, may be adjourned from time to time by the affirmative vote of a majority of the votes entitled to be cast and represented at such meeting in person or by proxy but, in the absence of a quorum, no other business may be transacted at any such meeting unless these Bylaws otherwise provide. Section 3.2.8 If a time and place for the adjourned meeting is not fixed by those in attendance at the original meeting, or if for any reason a new date is fixed for the adjourned meeting after adjournment, notice of the time and place of the adjourned meeting shall be given to Equity Members in the manner prescribed for regular meetings. No meeting may be adjourned for more than forty-five (45) days. Except as a foresaid and subject to Section 3.2.3 above, it shall not be necessary to give any notice of an adjournment or of the business to be transacted at any adjourned meeting, other than by an announcement at the meeting at which such adjournment is taken.
Section 3.3
Record Date for Member Notice, Voting, and Giving Consents .
Section 3.3.1 Record Date . For the purpose of determining which Equity Members are entitled to receive notice of any meeting, to vote, or to give consent to corporate action without a meeting, the Board may fix in advance a “ record date ” which shall not be more than sixty (60) nor fewer than ten (10) days before the date of any such meeting, nor more than sixty (60) days before any such action without a meeting. Only Equity Members of record at the close of business on the record date so fixed are entitled to notice, to vote, or to give consents, as the case may be, notwithstanding any transfer of any membership on the books of the Club after the record date, except as otherwise provided in the Articles, by agreement, or in the California Law. Section 3.3.2 Failure of Board to Determine Date . Unless fixed by the Board, the record date shall be the business day preceding the day on which notice is given or, if notice is waived, the business day preceding the day on which the meeting is held, unless fixed by the Board. The record date for determining those Equity Members entitled to vote by ballot on corporate action without a meeting when no prior action by the Board has been taken shall be the day on which the first written consent is given. When prior action of the Board has been taken, it shall be the day on which the Board adopts the resolution relating to that action. Section 3.4 Action Without Meeting . Any action that under California Law may be taken at a meeting of the Equity Members, may be taken without a meeting of the Equity Members and without prior notice if (a) the written ballot of every Equity Member is solicited, (b) the
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