Prior to each election of directors, the Board shall prescribe the opening date and the closing date of a reasonable filing period in which each and every eligible person who has a bona-fide interest in serving as a director may file as a candidate for any position to be filled by votes of Class A Members (Owners). The Board shall also establish such other rules and regulations as it deems appropriate to conduct the nomination of directors in a fair, efficient, and cost-effective manner.
Nominations for election to the Board may also be made by a Nominating Committee. The Nominating Committee, if any, shall consist of a Chairman, who shall be a member of the Board, and three or more Members or representatives of Members, with at least one representative from each Village (Multi-Family and Single-Family neighborhoods). The Nominating Committee shall be appointed by the Board not less than 30 days prior to each election to serve until their successors are appointed, and such appointment shall be announced in the notice of each election.
The Nominating Committee may make as many nominations for election to the Board as it shall in its discretion determine. The Nominating Committee shall nominate separate slates for the directors, if any, to be elected at large by all Owners, and for the director(s) to be elected by the votes within each Village (Multi-Family and Single Family). In making its nominations, the Nominating Committee shall use reasonable efforts to nominate candidates representing the diversity which exists within the pool of potential candidates.
Each candidate shall be given a reasonable, uniform opportunity to communicate his or her qualifications tot he Members and to solicit votes.
All elections shall be held by mail. The Secretary shall cause notice of the elections to be mailed or delivered to each Owner at least 10 days prior to the closing date established by the Board for filing of ballots. Such notice shall be accompanied by a written ballot listing all candidates for each vacancy who have qualified in accordance with the procedures described above. The notice and written ballot shall comply with SC Code Section 33-31-708, and shall specify the name and address to which the ballots should be returned and the date by which they must be received in order to be counted, which date shall be the “election date.”
Each Owner may cast the entire voted assigned to his Unit for each position to be filled from the slate of candidates on which such Owner is entitled to vote. There shall be no cumulative voting.
On the election date, the Board or its designee shall open and count the ballots. That number of candidates equal to the number of positions to be filled receiving the greatest number of votes shall be elected. Directors may be elected to serve any number of consecutive terms.
Not later than the first annual meeting after the termination of the Developer Control Period, the Board shall be increased to seven directors and an election shall be held, with an equal number of directors elected from each Village and any remaining directorships filled at large by the vote of all Class A Members (Owners).
Directors shall serve a term of two years. Current terms of office provide for staggered elections for 3-4 Board members per year.
The directors elected by the Owners shall hold office until their respective successors have been elected.
Any director elected by the Owners may be removed, with or without cause, by the vote of the Owners holding a majority of the votes entitled to be cast for the election of such director. Any director whose removal is sought shall be given notice prior to any meeting called for that purpose. Upon removal of a director, a successor shall be elected by the Owners entitled to elect the director so removed to fill the vacancy for the remainder of the term of such director.
Any director elected by the Owners who has three consecutive unexcused absences from Board meetings, or who is more than 30 days delinquent in the payment of any assessment or other charge due the Association, may be removed by a majority of the directors present at a regular or special meeting at which a quorum is present, and a successor may be appointed by the Board to fill the vacancy for the remainder of the term.
In the event of the death, disability, or resignation of a director elected by the Owners, the Board may declare a vacancy and appoint a successor to fill the vacancy until the next annual meeting, at which time the Owners entitled to fill such directorship may elect a successor for the remainder of the term. Any director appointed by the Board shall be selected from among Members within the Village represented by the director who vacated the position.
For complete verbiage describing the Election Procedures of the BRRA Board, see the BRRA Bylaws, Article III, Section A, paragraphs 3.4, 3.5, and 3.6.