Document Summary (Neutral Presentation)
This exhibit contains two documents:
- The SHOA Bylaws, originally adopted April 15, 1993 and re-certified in 2001. These Bylaws outline the association’s governance structure, membership rights, meeting procedures, and financial responsibilities. Article V specifies that the Board of Directors consists of seven members.
- The First Amendment to the Bylaws, dated March 14, 2025, which introduces the following changes:
- Reduces the Board size from seven (7) to five (5) members
- Establishes a “Good Standing” requirement for voting and board participation
- Modifies quorum definitions and voting procedures for board decisions
📎 Supporting Notes:
- Articles II, III, and V are among those affected by the amendment.
- “Good Standing” is defined as being current on assessments and not subject to significant rule violations.
- The amendment was adopted at a special meeting of the membership.
⚖️ Context Note:
Some may argue that the 2025 amendment is invalid because it attempts to reduce the board size without first amending the Articles of Incorporation, which still require seven directors. SHOA may maintain that the Bylaws amendment was properly adopted and reflects the will of the members.
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👉 Download Plaintiff Exhibit 4 (PDF)
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