3.1 In General. The affairs of the Association shall be governed by a board (the "Board") of directors (each a "Director") composed of not less than three (3) and not more than five (5) members, who need not be members of the Association. The Board's powers are set forth in Section One, Article Three, of the Declaration. Until expiration of the Development Period, all Directors shall be appointed by Developer, and shall serve at Developer's pleasure.

3.2.1 Term of Office. At the first meeting after expiration of the Development Period, the members of the Association shall elect one (1) Director for a term of one (1) year, one (1) Director for a term of two (2) years, and one (1) Director for a term of three (3) years; and at each annual meeting thereafter the members shall elect one (1) Director for a term of three (3) years. The members of the Association, at their sole discretion, may elect up to an additional two (2) Directors, one of whom shall serve an initial term of one (1) year, and one of whom shall initially serve a term of two (2) years, with successor Directors to be elected for a term of three (3) years.

3.2.2 Nomination. After expiration of the Development Period, nomination for election to the Board shall be made by a nominating committee appointed by the Board. The selection of the nominating committee and the rules under which it will function shall be determined from time to time by the Board. The nominating committee shall make as may nominations for election to the Board as it shall in its discretion determine, but not less than the number of vacancies to be filled. Nominations may also be made from the floor at any annual meeting of the members or special meeting called for the purpose of electing Directors.

3.2.3 Election. Election to the Board shall be by secret written ballot, on a non-cumulative basis.

3.2.4 Vacancies. Vacancies in the Board occurring after the expiration of the Development Period caused by any reason other than the removal of a Director by a vote of the Association shall be filled by vote of the majority of the remaining Directors, even though they may constitute less than a quorum; and each person so elected shall be a Director until a successor is elected at the next annual meeting of the Association. 

3.2.5 Removal. Any Director may be removed from the Board, with or without cause, by a vote of a majority of all Owners in the Association. In the event of Death, resignation or removal of a Director, his successor shall be selected by the remaining Directors and shall serve for the unexpired term of his or her predecessor.

3.3.1 Organizational Meeting. The first meeting of a newly elected Board shall be held immediately following the annual meeting of the Association and no notice shall be necessary to the newly elected Directors in order legally to constitute such meeting.

3.3.2 Regular Meetings. Regular meetings of the Board may be held at such time and place as shall be determined, from time to time, by a majority of the Directors, but at least two such meetings shall be held during each fiscal year and one such meeting shall be held immediately following the annual meeting of Owners. Notice of regular meetings of the Board shall be given to each Director, personally or by mail, or by telephone at least three days prior to the day named for such meeting.

3.3.3 Special Meetings. Special meetings of the Board may be called by the President on three days notice to each Director, given personally, or by mail by telephone, which notice shall state the time, place (as hereinabove provided), and purpose of the meeting. Special meetings of the Board shall be called by the President or Secretary in like manner and on like notice on the written request of at least two Directors.

3.3.4 Waiver of Notice. Before, at or after any meeting of the Board, any Director may, in writing, waive notice of such meeting and such waiver shall be deemed equivalent to the giving of such notice. Attendance by a Director at any meeting of the Board shall be a waiver of notice by him or her of the time and place thereof. If all the Directors are present at any meeting of the Board, no notice shall be required and any business may be transacted at such meeting.

3.3.5 Actions Taken Without Meeting. The Directors shall have the right to take any action in the absence of a meeting which they could take at a meeting by obtaining the written approval of all the Directors. Any action so approved shall have the same effect as though taken at a meeting of the Directors.

3.3.6 Quorum. At all meetings of the Board, a majority thereof shall constitute a quorum for the transaction of business, and the acts of the majority of the Directors present at a meeting at which quorum is present shall be the acts of the Board. If, at any meeting of the Board, less than a quorum is present, the majority of those present may adjourn the meeting from time to time. At any such adjourned meeting, any business which might have been transacted at the meeting as originally called may be transacted without further notice. Attendance at any meeting of the Board may be by telephone or in person. 

3.3.7 Compensation. No Director shall receive compensation for any service he may render to the Association as a Director. However, any Director may be reimbursed for his or her actual expenses incurred in performance of his or her duties.

3.3.8 Open Meeting. Any member of the Association or voting representative may attend any meeting of the Board which occurs after expiration of the Development Period, but shall not be entitled to prior notice of a right to participate.