3.1 Membership. Every person or entity who is an Owner of any Lot shall become a Member of the Association. Membership shall be appurtenant to and may not be separated from ownership of any Lot and shall not be assigned or conveyed in any way except upon the transfer of title to said Lot and then only to the transferee of such title to the Lot. All Owners shall have rights and duties as specified in the Declaration, and in the Articles and Bylaws of the Association.
3.2 Classes of Voting Membership.
3.2.1 Class "A" Members. Class A Members shall be all Owners with the exception of the Declarant and shall be entitled to one (1) vote for each Lot owned. When more than one person holds an interest in any Lot, all such persons shall be members. The vote for such Lot shall be exercised as they amongst themselves determine, but in no event shall more than one (1) vote be cast with respect to any Lot.
3.2.2 Class "B" Members. Class B members shall be the Declarant (or its nominee) and shall be entitled to three (3) votes for each Lot owned. The Class B membership shall cease and be converted to Class A membership upon the expiration of the Development Period.
3.3 Transition of Management. As a result of the weighted voting structure, Declarant will initially have control of the Association and the election of its Board of Directors. Upon the termination of its rights as the Class "B" Member, the Declarant shall give written notice of said termination to the Owners of each Lot. The notice shall specify the date upon which the Class "B" membership rights have terminated or will terminate (the "Transition Date") and shall further notify the Owners of the date, place and time when a meeting of the Association will be held. The notice shall specify that the purpose of the Association meeting is to elect new officers and Directors of the Association. Notwithstanding any contrary provision of the Articles or Bylaws of the Association to the contrary, the presence either in person or by proxy of the Owners of five (5) Lots shall constitute a quorum for the purpose of this meeting only. The Board of Directors and officers of the Association may be elected by a majority vote of the quorum. Whether or not a quorum is present, the Declarant's rights as the Class "B" Member shall terminate on the date specified in the notice, and it shall thereafter be the responsibility of the Lot Owners to provide for the operation of the Association.
3.4 Suspension of Voting Rights. The Association, through its Board of Directors, has the right to suspend voting rights of any Owner of a Lot under the following circumstances:
- For any period during which an assessment against the Lot remains unpaid.
- For a period not to exceed ninety (90) days per infraction, for any infraction of the Association's published rules and regulations.
3.5 Certificates. Membership in the Association may be evidenced by the issuance of
a certificate in such form as shall be determined by the Directors. If such certificates are issued, the Secretary shall keep a register, indicating in whose name such certificates are held.
3.6 Transfer of Membership; Records. A membership in the Association shall not be transferred, pledged or alienated in any way, except by the sale of a Lot which entitles the Owner to membership, and then only to such purchaser, or by intestate succession, testamentary disposition, foreclosure or mortgage of record or other legal process. If a Membership Certificate was issued, then, upon the transfer of any membership in accordance herewith, the certificate evidencing membership shall be returned to the Association and a new certificate issued in the name of the new Member. The Association shall then delete the name of the old Member and that Member's certificate from the books and indicate thereon the new Member. Any attempt to make a prohibited transfer is void and will not be reflected upon the books and records of the Association. In the event the Owner of any Lot should fail or refuse to transfer the membership registered in his name to the purchaser of such Lot, the Association shall have the right to report the transfer upon the books of the Association and, if certificates are being issued, issue a new certificate to the purchaser and, thereupon, the old membership outstanding in the name of the seller shall be null and void as though the same had been surrendered in accordance with the provisions hereinabove specified.